


The Difference 5 Years Can Make

by TotalObesity



Category: Life Is Strange (Video Game)
Genre: Belly Kink, Belly Rubs, Chubby Max, F/F, Fat - Freeform, Fattening, Feeding, Feeding Kink, Friends to Lovers, Gaining, Weight Gain, Weight Issues, feeder
Language: English
Status: In-Progress
Published: 2020-10-03
Updated: 2021-02-28
Packaged: 2021-03-07 18:28:34
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 12
Words: 31,334
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/26792155
Author URL: https://archiveofourown.org/users/TotalObesity/pseuds/TotalObesity
Summary: Max had left Arcadia Bay in 2009, leaving Chloe at the worst moment possible through no choice of her own, falling into a depressive state. Finding solace in solitary pursuits and ultimately food, lots of food. She gained slowly at first, but her weight soon became noticeable, then became worrying to her parents. Now back in Arcadia Bay hoping to find Chloe make up for time lost.
Relationships: Maxine "Max" Caulfield/Chloe Price
Comments: 57
Kudos: 81





	1. Searching

Five years...

Five long years...

Those words had constantly ran through Max's head at every turn this last month while she tried to settle back into Arcadia Bay. The town that had been her childhood home seemed so familiar that she had instantly felt something in her soul settle the moment she crossed the county line but she couldn't help but feel a little out of step with the universe as all of her memories of places were of those from five years prior.

The town itself hadn't changed all that much, many of the same people still owned and ran the same sea front shops and restaurants that she had visited in her younger years, but time had still marched forward making everything feel a little more worn and rough around the edges compared to the gloss of nostalgia in her mind.

The only thing that had changed dramatically however was her. After all, five years makes a difference at the best of times let alone during a formative part of her teen years. Being dragged away from her best friend at the worst possible moment had led to a spiral in herself confidence and emotional security. Not that she had been the most confident of kids at the best of times.

The first year in Seattle was tough. She had isolated herself at home if she wasn't at school and shied away from intentionally making new friends although some of the more extroverted art kids in her year had taken her under their wing. But for the most part she had taken solace in photography, in which she could take time away from everyone to get her mind off things but over time this had only served as a distraction and her mood had darkened again. This had led to her taking comfort in the only other thing she enjoyed...

At first it had been a small indulgence or two, just to pick her mood up after a stressful day in class or to see her through a long evening studying, but soon it became a habit, something she looked forward to, something that was guaranteed to make her feel happy if for a while at least. It became a crutch that she leaned on more and more and the consequences became harder to ignore.

No one had really noticed the changes in the beginning as she often wore baggy hoodies everywhere in an attempt to not draw attention to herself regardless. However, as she stopped growing vertically at the great towering height of 5'5, her weight continued to climb. Slowly to start given she was a fairly lithe framed girl and a few extra snacks weren't that damaging to her waist, but eventually, the pounds started to pile on and she soon found it impossible to hide her widening middle.

Her parents had become concerned and tried to get her to eat more carefully, cooking healthy meals and encouraging her to go out more, even if just for a walk while she took photos so she stayed active, but her comfort eating and her weight continued to increase. By the time she reached the end of her junior year at high school she had reached her highest weight following a few failed attempts at dieting and a very stressful period of working on her Blackwell application portfolio.

But now, she was finally here. Back in Arcadia Bay, 18 years old, attending Blackwell as she had allowed herself to dream about for the last 5 years. But for all the good will in her heart when she arrived she had already begun to feel disheartened that a fresh, yet not so fresh, start was not going to fix her self-confidence issues or prevent her from reaching for calorie laden snacks when stressed.

On her first day she'd already had a run in with the resident rich bitch and her groupies hearing them making snide remarks about her size. Although the self-ridiculing voice in her head kept telling her it was no wonder with how tight her shirt was and how her rolls of lard were clearly visible through the stretched fabric, or how her overhang wobbled as she waddled past them, huffing and puffing as she climbed the stairs to the second floor. She'd made good friends that night with the vending machine round the corner from her dorm room as she tried to make herself feel better.

It wasn't all bad though, some of the other girls on her floor were really nice and made a point to introduce themselves and offered to show her around campus the next day. Kate in particular had seemed sweet and Max had spent a few afternoons sharing quiet cups of tea with her while working on homework together. Some of the others, Dana, Juliet, and Alysa etc., always took the time to say hi or chat whenever she passed by in the halls too, so at least people were friendlier than back in Seattle.

Despite the overall good introduction to her new start at Blackwell she found herself set back in her motivation and confidence as she struggled with her own cowardice as her mind called it. She had been back in town for a total of five weeks and while she knew Chloe was still in town from overhearing the skater boys talking about picking up weed from her, she hadn't made any attempts to seek her out, out of fear of rejection. She hadn't even visited the Two Whales as her anxiety made her shrink in on herself as she debated what would be worse, bumping into Chloe, or bumping into Chloe's mother Joyce before she'd had the chance to even speak to her old best friend.

This constant cycle of negativity from her own internal voice led to many evenings trying to muster the courage while settling the butterflies in her stomach with as many snacks as she could carry back to her room without people noticing.

All those nights filled with unhealthy food had taken their toll she thought as she looked in the mirror after getting ready for bed. Her face was undeniably chubby, and her thick double chin was threatening to become a triple chin. Looking further down her pyjama top was stretched even tighter, in particular around her hugely flabby mid-section as she carried her weight lower in her torso. Her shorts had also been difficult to pull up over her widening ass and thighs causing her love handles to bulge out over her waistband even more than had been the case at the start of term. There was no avoiding that she had become seriously obese in the past few years.

Sighing she grumbled to herself and figured she should at least know what the damage was so she knew exactly how much extra she now needed to lose if she was ever going to follow the diet plan her mother had set up for her before she'd left Seattle. Retrieving her scale from the packing box where she'd hastily shoved it in the wardrobe after getting tired unpacking on her first day in the dorm, she placed it down and took a step up onto the platform.

She took a deep breath and mumbled some sort of prayer, for all the good it would do, to any deity that may have been listening to make it so the result wouldn't be too bad, but she knew the number was going to be higher than she wanted. Leaning forward she struggled to see over her bulging belly but thankfully the digital scale had a large display she could still see, at least for now the self-deprecating voice in her head chimed in.

328lbs

The number flashed on the screen judgmentally as her heart rate sped up. She'd known she was over 300lbs before leaving Seattle, but this was getting out of control. A gain of 19lbs in five weeks was a lot, she needed to get a handle on this fast or she was going to end up with nothing that fit her in a week or so at that rate.

Seeing a number that high fuelled the fire in her to try harder. She knew a large part of her negative mood had been due to not visiting Chloe yet, well that was going to change tomorrow. She was going to get up in the morning, get dressed, and get the bus down to the main promenade and visit the Two Whales diner. Whether Chloe was there or not she needed to make the effort and face the music before she could ever think of dealing with her self-image.

So, with that decided Max shoved her scale aside and climbed into bed trying to calm the butterflies that had reared their wings again. She tossed and turned for a little bit, flipping her pillow to the cool side and pulling the covers over her head, but she couldn't calm her racing mind and heart. Maybe just tonight she would have one last mid-night snack and tomorrow she could begin her dieting attempt in earnest with a fresh mindset.


	2. Found

Her alarm went off at the usual time of 8am. Most days that would give her an hour before her first class of the day but on Tuesdays she had no morning classes scheduled, which made today the perfect day. Today was the day she was finally going to take a step out of her comfort zone and try to find Chloe. But first she needed to get ready.

Sitting up Max could feel her plump rolls of belly squishing as she moved and realised that her shirt had ridden up letting the cool air breeze across her belly. Embarrassed despite the fact no one could see her she tugged her shirt down and grabbed her shower stuff on the way out the door.

Thankfully, it was pretty quiet in the hallway itself, although she could hear loud music from Victoria's room across the way. She hoped that she could avoid dealing with the blonde this morning as she was stressed enough already. Making it without incident to the shower room she found it was still warm, the steam in the air suggesting it had been used this morning already. But for now, there was no one else there as she stepped into the stall, stripping off her clothes and adjusting the temperature to her liking.

* * *

Once her shower was done, she made her way back to her room as quickly as possible. Luck was on her side as no one exited their rooms while she was waddling down the hall wrapped in the largest bath sheet towel she owned. Safely in her room she dried off and discarded the towel, grabbing a fresh pair of jeans and one of her regular t-shirts from her closet.

Her underwear and bra were holding up despite her recent weight gain, since most of it appeared to have gone to her mid-section, but she realised as she pulled up her jeans that they felt tighter than when she'd last worn this particular pair. Getting them over her thighs and ass took a few tugs but the button seemed miles apart. Taking a deep breath before letting it out, she tried to suck in her belly for all the difference it made at her size and tugged hard on the sides bringing them closer together.

"C'mon just fasten," Max grunted through the effort. These jeans were the same size as her other ones but hadn't been worn for a while so weren't as stretched out as the rest. If these didn't fit, then she would have to wear her joggers as everything else that she knew would fit her was still in the wash. But she was hoping to avoid that just in case she did run into Chloe, wanting to make as good an impression as she could rather than look a mess, even if Chloe wasn't the sort to care about appearances still.

With renewed effort and a little more tugging she eventually got the buttons done up. The waist band was tight, almost uncomfortably so, and she could feel her love handles bulge out over the waistband making her look even wider. Although with how fat she was, she always looked wide from any angle these days she sighed, shaking her head to try and get rid of those thoughts.

Focusing next on her choice of shirt, it was one of her favourites, a plain pink shirt with a deer motif and the words Jane Doe written on it. She'd picked it up in Seattle just after having received her scholarship award letter, but back then it had been a little loose. Now though it was getting seriously snug as when checking out her reflection she could see how it clung to every roll, how a small sliver of under belly was threatening to peak out under the lower hem.

She frowned looking at herself, even with the small amount of makeup she had applied and trying to wear nice clothes she still felt uncomfortable in herself. Wanting to hide away and hope no one would notice her, but the only thing she could do was throw on her largest hoody which itself was snug, but at least it didn't show off every roll and bulge of blubber as obviously. With a sigh, and a weak attempt at silencing her critical inner voices, she picked up her satchel and phone heading out into the world.

* * *

The walk to the bus stop didn't take too long but she could tell she was getting ridiculously out of shape, breathing heavily and her pulse racing. Even the few minutes she'd spent talking to Kate in the courtyard hadn't helped her heart rate settle by the time she got onto the shuttle bus. Max made a note to herself that she needed to get back into walking more if she wanted a chance of turning the tide on her weight gain, otherwise she was just going to get even more unfit as time progressed.

Getting as comfy as she could, Max put her headphones on and let the music calm her. The light guitar strings of the various indie bands in her library were always good at taking her mind off things when she needed a moment of calm, especially on a bus ride round the city on days where she'd been left to her own devices.

The sights became increasingly familiar the nearer to her destination she got and before long she was there. The quiet roar of sea just behind the row of shops on one side of the road, sea breeze in the air, and the midmorning sun washed over her with a wave of nostalgia. She had spent a large part of her youth here after school or on holidays, playing pirate with Chloe down on the beach or just running about the streets outside the diner while Joyce kept an occasional eye on them from within.

It all seemed so far away though Max lamented, _'I think my pirate days are long over, besides, not like I could run anywhere these days…'_

Her feet begun to get cold, but she knew she couldn't back away now she was so close, so, with a quick pep talk she plucked up the courage to approach the diner. It was almost exactly the same as she remembered. The moment she opened the door the smells of over roasted coffee and greasy diner food hit her, her belly rumbling at the idea of breakfast since she hadn't eaten yet this morning, but she was still taking in the sights.

Near the edge of the counter the same gumball machine stood, it's colours faded nearly as much as the information pamphlets that hadn't been changed in a decade or two at least, in fact some of them she could swear had been old even when she was a kid. The other thing that had remained a fixture was the jukebox in the opposite corner, it only played songs from before 1989 when it was installed, but it had always been in constant use and even now it was playing some random inoffensive country rock song that the trucker at the counter was tapping his coffee mug to.

' _I don't see Joyce anywhere…'_ Max thought with a frown, she didn't recognise the slightly plump woman walking round from behind the counter at least. She appeared to be far younger than Joyce would be now, only in her late 20s if Max had to guess as she became a little discouraged that maybe Joyce had moved on. ' _Didn't she want to go into teaching or something, maybe she finally did it?'_ Max recalled vaguely from the depths of her memory.

Sighing internally at this slight setback, Max decided that while she was here she may as well order something to eat. That way she could at least ask if Joyce was still around or not at the same time, maybe even ask if the new waitress knew if Chloe still came by on occasion too.

While she was still considering what to order she heard the diner door open behind her, she ignored it but stepped aside to allow the newcomer past conscious of the fact she took up a lot more space than she had once done.

* * *

It had been a long and fairly sleepless night, so she was in desperate need of some caffeine before she did anything. Not that she had much to do this morning since one of her jobs wasn't exactly 9-5 and the other was only part time. Rolling her patina covered truck into the parking lot and hopping out of the cab she stretched her limbs. Debating whether or not to have a smoke first, her need for coffee won out and she made her way inside.

As she opened the door she couldn't help but notice the much larger girl in front of her. It wasn't often that Chloe encountered someone of quite that size in Arcadia Bay, at least not someone around her own age so she definitely caught her eye as Chloe looked her up and down appreciatively.

She was dressed kinda plain but hipster in a way with the satchel and converse. Her short-feathered bob looked well-groomed and she was seriously cute with the freckled pattern across her immensely chubby cheeks.

Wait, something about those freckles looked familiar…

It took her brain a moment to catch up as it put the pieces together. Her mouth dropped open for a moment when it finally clicked who was in front of her. She shook herself out of it before choking out a surprised, "Max!?"

* * *

Max was quickly wrenched from her idle thoughts of her breakfast to come at her name being called out by an intensely familiar voice. It was a little gravellier than it had been when they were younger, but she could never forget how she sounded.

"Chloe…" Barely louder than a breath, she was almost too shaken to speak at suddenly having the girl she'd spent almost every day for five years thinking about in front of her. She wanted to say everything all at once, but it was too much and yet not enough in her mind. Her pulse spiked and she must have looked like she'd seen a ghost as she found herself being dragged toward the booth at the far end of the diner by the blue haired punk.

"Breathe, dude, ok? In, and slowly out. In…" Chloe prompted when she realised Max was nearly having a panic attack. She'd grown to know the signs when Max would zone out and need guided back to reality when they were kids. Her own instincts to demand answers about where she had been for five years and why she had never called suppressed for the moment. Along with any other thoughts she might have been having.

When Max eventually refocussed on what was going on she could barely believe it. Embarrassment caught up to her as she realised people had turned to look at them as they'd noticed her behaving oddly, whispering still she managed to say "Sorry…"

Chloe went to respond but she was cut off by the waitress coming over to check on them.

"You pair alright? Can I get you something?" she asked, it wasn't the slight southern drawl Max was used to from Joyce, but she had the same warmth that seemed to be a common trait in the profession.

"The usual for me Tina, you know how I like it." Chloe answered immediately, obviously familiar enough with the woman if the slightly flirty grin was anything to go by.

"Don't think you can charm your way into extra bacon this time," Tina wagged a finger but chuckling all the same, "Your mother gave me permission to kick you out if you cause any more trouble like you did last week."

"C'mon, the guy was a sleaze," Chloe objected. "He's lucky I didn't throw him through a window."

Instead of encouraging her, knowing it wouldn't end well for all involved, Tina turned her attention to Max who was still hoping the ground would open up and swallow her whole. "And you, hon'? You decided yet?"

"Um…" Max scrambled, reading over the menu quickly again before going with a simple choice, "Waffles."

"With ice cream or syrup?" the waitress prompted.

"Oh, um, both?" Max answered still a bit out of it but getting there, "and a coke, thanks."

With meals ordered they pair fell silent for a moment, both taking in the new appearance of the other and processing the emotions whirring round their heads. Chloe was the first to break the silence.

"So, uh, Blackwell?" She started a little inarticulately, not sure how to broach the subject delicately, "I heard you started a few weeks ago."

"Last month…" Max shrunk inward again. She knew leaving it so long to try and find Chloe after coming back to Arcadia Bay would complicate things, but she had no excuses, she just had to own up to it. "I didn't know if you'd ever want to see me again… I mean I screwed up, I hurt you-"

"Hey, don't… don't be so hard on yourself. You were just a kid, we both were." It seemed the statement she'd written in her journal a few years ago about taking Max back in a heartbeat hadn't been an exaggeration. The anger melted away just being able to see and speak to her again, it was something she'd dreamed about for years herself.

"How about this," Chloe reached out, taking Max's hand in her own across the table, "We don't need to hash it all out in one day, ok? Let's just enjoy our breakfast, catch up, and enjoy the day. I can show you a few cool places I found around town, and you can tell me all about Seattle and your new classes."

Max felt a weight off her chest at that. She had feared the worst, as she was prone to do, but even though her negative-self felt she deserved the anger and hurt to be thrown back at her, the reality was Chloe didn't have it in her to kick her when she was down. She'd always been protective of her as a kid and that definitely hadn't changed even if they had fallen out of touch during the five-year gap.

With their meals finally plated up and served, Chloe started off the catching up, confirming to Max's question that Joyce was indeed still a waitress, but she was on a day off out of town with her new husband. Max empathised with Chloe's grumblings about David, she'd loved Chloe's real father like her own so seeing him replaced even so many years after his passing felt uncomfortable, especially since her run ins with David at the school, in his role as Head of Security, hadn't painted him in the best of light.

For Max she played down the more negative parts, but she knew Chloe didn't quite believe that it had been so easy going for her to handle all those changes without someone to confide in. The lightly probing questions about dating she also stumbled over how to answer, due to a complete lack of experience in that area, and as the conversation progressed it was also pretty obvious to see the question in Chloe's eyes about her weight, but thankfully she didn't ask about that.

Eventually conversation turned to Blackwell. Chloe's expulsion was glossed over with promises of more details later since it was too complicated to get into while they ate, but she gave her the rough outline of when it had happened and how much she'd pissed off the faculty on her way out the door. Max was slightly shocked even at the shortened version of events, but she couldn't help but giggle at the image in her mind of Chloe tagging every inch of the bathroom walls and hallway.

After a little more conversation Max wiped the last of the syrup up and finished off the last mouthful of waffle before shoving her plate to the side and resting back against the booth. She wriggled a little to get comfy as her jeans were really digging in now, maybe joggers would have been the smarter idea after that plateful of food, but she'd just have to put up with it for now. The Two Whales was certainly generous with the portions if nothing else.

"Damn, you must have been hungry," Chloe joked without thinking much about how it might come across, "Usually I'd be done eating before you'd get halfway through yours."

Max blushed at the comment and awkwardly looked away, unsure how to handle answering that for now. Although it was the truth, she did eat a lot quicker these days, and could easily eat a lot more before feeling full as her appetite had become harder to satiate.

Chloe realised from her expression that she had overstepped and immediately tried to divert the conversation, rather than let the awkward silence play out. She launched into her thoughts on what order to visit the places she wanted to show Max around, suggesting the junkyard as somewhere away from everyone if quieter was preferred.

With the topic avoided for now, Max relaxed and allowed herself to feel excited along with Chloe. It was a feeling she had missed, promising herself that she would never let this go again for any reason. Although Chloe hadn't been able to sweet talk her way into extra bacon, she made use of her tab to pay for their meals and the pair made their way outside towards Chloe's truck.

It was obvious to Max that she was extremely proud of having rescued it from being junked with how she talked about it and how it had landed her an apprenticeship with the local garage when she'd gone to pick up parts to fix it up. With the pair buckled up, the engine roared to life and they peeled out of the parking lot, a heavy foot on the gas. It had been a long time coming but they were finally setting sail on their first adventure together in five years.


	3. Weigh More, Not Less

"Moo-ve it, Caulfield" Victoria called out as she and her cronies giggled at what they felt was the hight of comedy, implying Max was a cow, or at least the size of one as they had pointed out unoriginally the week before too.

Max hated how she let Victoria's stupid comments get to her, after all she wasn't the first arrogant bully type Max had dealt with, but she had hoped Blackwell might have been different. It wasn't that the classes hadn't lived up to her expectations as they more than had in most cases, she loved her photography class and the projects she'd worked on so far had been far more engaging than anything in her art class back in Seattle. But the kids, they weren't any different no matter where she seemed to be.

For now though, she tried to ignore their antagonistic ways and continued on her way out the dorms and toward the parking lot where Chloe was waiting on her to whisk her away for the weekend. It had become a highlight of her week getting to spend time with her best friend again, the pair picking up mostly where they left off, although there were still periods of that time apart neither had been quite ready to share just yet.

As Max neared the parking lot stairs she was glad that Chloe had offered to pick her up. She'd found climbing the hill of Cedar Avenue to Chloe's house had been more difficult than she remembered, getting out of breath barely a quarter of the way up the hill. From over the half height wall at the top of the steps, she spotted the bright blue hair of her friend and sped up despite her thighs rubbing together. Her belly jiggling as she bounded down the steps as best she could without over balancing or jarring her knee as her heavy steps impacted the ground.

"Chloe!" She excitedly yelled to get the punks attention causing her to whip her head up from her phone to meet her gaze.

Max could feel a grin take over that matched the one on Chloe's face and happily let Chloe pull her into a tight hug. Her heart fluttered a little as she took a deep breath. Chloe smelled like a mix of men's shower gel, strawberry shampoo, and faint cigarette and weed smoke, but there was something about that combination that Max couldn't get enough of. She knew her face had taken on a red tinge, but she hoped she could explain it away as a flush from her short exertion rather than the feelings that had been stirred up recently.

* * *

The pair spent the afternoon lazily wandering around the promenade, Chloe lighting up a joint to enjoy as they strolled about. After a while though, Max found herself needing to stop for a rest as her feet and knees were complaining. The pair found a bench at the quiet end of the pier that was unoccupied and quickly took up residence, Chloe's arm draping over Max's shoulders along the back of the bench.

This was one of the things Max had sorely missed in Seattle, being able to just enjoy the moment and not feel rushed about. Maybe she just wasn't cut out for big city life, after all hadn't she and Chloe wanted to live a life at sea as pirates growing up. While escaping to waters wasn't an option in reality, certainly Arcadia Bay gave her that sense of peace compared to the bustle of a metropolitan area.

"Hey, there's the ice cream truck. I'm gonna grab a cone, you want one?" Chloe asked hearing the tell-tale jingle playing from the nearby street, rising from the bench intending to run over there.

Max wanted to instantly reply yes and enjoy the sweet treat for what it was, but for the briefest moment Victoria's joke from earlier flashed through her mind once more. Shaking her head and frowning at herself as her head dipped down, "I probably shouldn't, I... um,"

"Hey," Chloe softly soothed as she sat back down, reaching out for one of Max's hands. Gently rubbing the back of her knuckles with a thumb. "You ok?"

"Yeah, it's just…" Max sighed. This conversation had to happen at some point, but she had been hoping to have a better handle on her anxieties first. Not that she didn't trust Chloe, far from it, but she didn't want to give Chloe any more reason to worry about her. "You remember Victoria Chase?"

"Yeah, Bitchtoria and I go way back," Chloe confirmed, her run ins with Victoria while she had been a student at Blackwell typically ended poorly for the Queen Bee, and even now Chloe noticed her trying her best to avoid making eye contact whenever she was on campus. "If she's giving you shit, say the word and I can sort her out for you. She relies on me to deliver her party favours, so she knows who not to piss off."

Max felt her mood lighten as she giggled at Chloe's enthusiastic offer of retribution. She had seen first-hand Chloe handling bullies in Middle School so she had no doubt that whatever she did would be effective, but she didn't want Chloe getting into trouble for her especially with her not so above-board job. "It's not so much her, at least that's not the only thing, she's just the one who's the most annoying about it."

"Max, you can talk to me about anything you know, that right?" Chloe reassured her once more. Seeing Max struggling with something was hurting her too, she knew she couldn't let her brush this off again. "I promise you, anything you say is just between us, I won't judge you."

Max took a deep breath. She knew she could trust Chloe with anything, that wasn't the reason she had been holding back. It was more her own emotional state she had struggled to trust, but this was part of what she was working on she reasoned.

"I guess I should explain some stuff about Seattle first, huh?" Max questioned in a way that felt to her like she was asking Chloe how she should tell her own story.

"Start wherever you feel you can," Chloe softly put the ball back on her side of the court, after all only Max could decide what was relevant. Lightly squeezing the hand in hers in encouragement, "There's no pressure."

With a deep breath Max organised her thoughts and began with how she'd felt in the first few months of arriving in Seattle. Parts of it she had already talked about, but she had held back about the extent of how isolated and lonely she had felt in that period, not wanting Chloe to know how badly she had struggled given her friend had been dealing with her own issues. But it seemed that all that had done was make Chloe worry more as she knew Max was holding back.

"I never felt at home there, it always felt like a piece of me was missing," her voice was airy, almost sounding like the shy kid she had been at the time as the emotions she'd kept a lid on started to resurface, "I thought about you every day and I started to hate myself for being such a chicken shit and not calling you back-"

Chloe tried to interrupt to reassure her, after all that part of the conversation they had already had but Max shook her head asking her to let her get this out.

"My parents got me my first proper camera, and I was able to distract myself when out taking photos, but at the same time, I wanted nothing more than to come home and share them with you. Like how we would when your dad let us play with his old polaroid," Max continued, a smile tugged at her lip at the happier memories of childhood, glancing over at Chloe she could see the same fondness in her eyes, despite the sadness that tinged them that her father was no longer with them.

"We wasted so much film on that thing," Chloe joked to lighten the mood again, "Good thing instant film used to be cheaper than it is now."

"We did, didn't we," Max agreed remembering how bad their early attempts to shoot analogue photos had been with the instant camera, "Your dad used to pretend they were all masterpieces though."

The nostalgia washed over them but the moment passed and the present reasserted itself as Max continued, "I felt empty a lot of the time, like there was constantly this void inside, nothing I ever did filled it and I felt like I was just barely covering it up. After a while even photography and the couple of friends I had made didn't help."

Chloe continued to reassuringly brush her thumb across the knuckles on Max's hands and gently squeezed them to comfort the bigger girl. Getting a small smile in return, Chloe coaxed her to keep going.

"I, um," feeling her breathing getting ragged at the emotional strain Max took a moment to calm herself down, trying to centre her mind and allow Chloe's touch to give her the strength to face her past. "It started after the first year, I wasn't going out much and wasn't running around playing like I used to with you. My parents wrote it off at first as me filling out and that I'd have a growth spurt or something, but that never really happened…"

"I started to sneak snacks home, or I'd buy something on the way home from school or while I was out taking photos. After a while it got kinda obvious I'd started to gain a lot of weight…" Max sniffed as a few tears built up, threatening to spill over.

She took her hands back from Chloe to rub her face as she tried to keep in control. She felt like a failure, she didn't deserve Chloe's support after abandoning her, after being such a bad friend…

"Hey, it's ok, just breathe," Chloe immediately moved closer to put her arm around the younger girl and pull her into her, nuzzling the mop of brown hair as she firmly rubbed her back, "I'm here, not goin' anywhere, and I'm not letting you go anywhere either."

That was what finally broke the damn as Max began to cry in earnest and latched onto Chloe as much as possible given they were sitting side by side. Thankfully, the pier was still quiet, so no one was around to witness them, otherwise Chloe was sure she'd have to kick some asses. Instead she focused on Max, letting her cry it out into the crook of her neck as she whispered reassurances, holding her close.

Eventually the cathartic expression ran its course and Max felt more in control again, pulling away she wiped her face with her sleeve, looking embarrassed at how much of a mess she must look right now. But Chloe didn't tease her, she simply kept a loose arm around Max while she collected herself. It was only when Chloe's phone buzzed that she removed her arm, digging into the pocket of her tight skinny jeans. Reading the text briefly, she tapped reply and fired off a response before pocketing the device again.

"Mom wanted to know if we'd be back for dinner tonight," she explained, then paused as she realised she'd assumed Max would still be up for it, "You're still wanting to hang out this weekend, right?"

"Of course, I do." Max nodded through her still somewhat teary look.

"Good." Chloe stood up decisively, offering a hand to Max, "Then how about we head back to mine, give you time to splash some water on your face and we can chill a little before we have to join the parentals?"

Max reached out accepting the hand as she stood up. Feeling her weight on her feet again reminded her why they had been sitting down in the first place as she rolled out the kinks in her neck.

On the walk back to the truck Max didn't dare mention it in case Chloe pulled away but their hands remained joined, fingers entwining at some point. Sneaking glances at the taller girl she couldn't help but feel something in her soul settle, even when Chloe spotted her looking, instead of calling her out for being weird she simply grinned back and playfully nudged her joining her in a fit of giggles that bubbled up.

* * *

Dinner had gone pleasantly since it had just been the three of them, Chloe's stepfather was working the late shift that night thankfully. Max had missed Joyce's warmth too, always making her feel welcome in the Price's home and was almost a second mother to her at times. She'd appreciated the opportunity to catch up with the older woman, but for now, the pair had retired to Chloe's room so they could have some privacy again.

Chloe had looked out her old SNES earlier in the day which had entertained them for a while. Old school video games and other light topics had taken up much of the conversation, but as the evening progressed they ended up relaxing together on the bed while a movie played in the background.

Max checked her phone noticing a few messages from Kate, which she responded to and idly read through her notifications while Chloe rolled another joint. Most of the notifications were likes on her photographs from the earlier beach trip, but one in particular from Victoria caused her to sigh in frustration and toss her phone on the blanket.

"What's up?" Chloe asked through tight lips which held the joint in place as she flicked open her lighter.

"Victoria being a dick again…" Max gestured to the phone indicating for Chloe to read it. It wasn't aimed at her weight this time but still had the same antagonistic attitude as normal, the blonde demanding to know why she was hanging out with "that trash punk."

"Damn," Chloe empathised, "She doesn't know when to give it a rest. Sorry you have to deal with her every day."

"I just wish she'd stop with the playground bully nonsense," Max grumbled, "Like I know I'm f-fat but does she need to keep bringing it up…"

"The offer to kick her ass is still available," Chloe reminded her, somewhat joking but kinda not as she'd love any excuse to take the Rich Bitch down a peg or two.

Max huffed out a small laugh but shook her head. While she hadn't intended to go back to their earlier conversation, talking about Victoria brought up some of the thoughts she'd had recently. "I have a habit of stress eating… she's been the reason for a few binges since I started at Blackwell. She just gets under my skin and I…"

"I take it that's why you've been worried about your weight?" Chloe asked, wanting to understand.

"Kinda, yeah, it's when I'm upset or anxious I eat even if I'm not hungry, even if it makes me feel worse," Max explained, if anything her stress eating had gotten more frequent since coming back to Arcadia Bay, "I don't even know how much I weigh... my scale only goes to 330lbs…"

She hung her head in shame at admitting that she was too fat for her scale. That was a sign of been too far gone to feel that she could ever bring her weight down. But at the same time, it wasn't even really her that kept demanding that she diet, it was her mother, "I don't even really care about my weight but everyone else seems to and I just wish they'd stop. My mom is going to have a fit at Thanksgiving when she sees I haven't been following the diet plan she sent me."

Putting her joint on the ashtray at the side of the bed Chloe moved closer again, taking Max's hands in hers encouraging her to look at her.

"You're an amazing person, Max," She began. Seeing the almost instinctive dismissal in Max's eyes she continued, cutting her off before she spoke, "I mean it. I've always thought you were amazing, even when we were kids. You're kind, smart, funny, and hella cute."

Max blushed, the butterflies in her stomach fluttering at the compliments. She was never sure how to handle them, mainly as she didn't receive many, at least not concerning her appearance. If it were from anyone else she wouldn't take much stock the words said, but from Chloe they meant so much more to her than anything else.

"So seriously dude, screw what everyone else wants," Chloe continued in full swing, her infectious enthusiasm bringing Max out of her funk once more. "You'll make them bow when you take over the world!"

* * *

In the days leading up to her return to her parents for Thanksgiving, Max had felt a metaphorical weight lifted from her shoulders, getting those bottled up feelings out into the open and knowing Chloe understood why things had affected her so much. She'd even made an effort to get out and explore more of the town, going on longer walks with Chloe, knowing she didn't have to try and hide her struggles when she got out of breath, or needed a rest. Not dealing with any snarky or concerned commentary on her level of fitness. It felt like things were looking up for the first time since she'd first been accepted to Blackwell.

All too soon it was time for her to leave, Chloe had offered to drive her up to Seattle, but since the punk was expected to be at her mother's, no excuses, Max refused to let her make the round trip. Instead she had accepted the more reasonable offer of a lift to the bus station in the early morning rather than have to rush for the shuttle bus out of the main town.

"You got everything?" Chloe called out as she grabbed Max's duffle bag from the bed of the truck, "Not like you can turn the bus around if you forgot something."

Max chuckled, making sure to grab her satchel from the bench seat as she climbed out of the cab. She had everything she needed, including some of her newer clothes packed for the trip since she knew most of the stuff at her parents would probably be too tight by now.

Although she knew this was to be a short trip, she couldn't help but feel anxious about being away from Chloe again. She'd very quickly gotten used to the constant togetherness in the last month and a half. A small but growing voice in her head was all but screaming at her not to leave and stay with the Prices over Thanksgiving, but she knew it would just cause issues with her parents if she did.

"I'm gonna miss you," Chloe mumbled as they approached the coach. She wasn't one to share her feelings so blatantly, but it was clear that this separation, however temporary, was affecting her as well.

The feelings Max had a young teen hadn't been clear enough back then for her to put a name to, but she knew now that she had been crushing on the older girl, and that hadn't changed with time. Feeling somewhat emboldened by this realisation, and the seemingly shared concerns about their separation, Max moved before she even realised what she was doing. Placing the lightest of kisses on Chloe's cheek causing them both to blush she felt her heart thump hard in her chest.

"I'll call you when I get there, I promise," Max reassured her, she wouldn't make the same mistake again, not now, "I'll call you so often you'll be sick of me."

"You better keep in touch or I'll drive up there myself and drag you back," Chloe joked, but it was the truth, she wasn't any more willing to let go now they had come back to each other.

The coach pulled out of the stand and Chloe stood and watched as a waving Max disappeared around the bend, and behind the trees, before she returned to her truck. It felt like something had changed with that small kiss. It had thrown up a lot of feelings that had laid dormant for a few years now, and in combination with her immediate physical attraction when she hadn't even recognised Max at first during their reunion, she was in trouble. It was a good thing she had a week with a little space between them to work things out, otherwise, she wasn't sure if she could stop herself from doing something stupid.


	4. Warning

Her short time back in Seattle had been harder to deal with than Max had anticipated. Her parent's home hadn't felt like her own, much like when she first moved there, and the limited time she'd had to speak with Chloe in the evenings hadn't been enough to keep her sane. It didn't help that her mother had been constantly trying to get her to talk about how she was feeling, like she was a therapist or something, and the constant questions about her dieting attempts had gotten under her skin.

The whole time had just been stressful, and she hadn't made any attempt to hide her overeating around her parents, which had led to a bit of an argument on the morning she had been due to head back to Blackwell. Her mother had become exasperated with her eating habits at breakfast when the sound of a seem ripping along her thigh had been heard as she sat down to eat.

But that was a few weeks ago now and returning to Arcadia Bay once more had felt like coming home. She had vented to Chloe about how frustrating and embarrassing the whole time had been, but the punk hadn't let her stew over it, easily distracting her attention to other things.

In fact, she had felt more relaxed and at ease since coming back to Arcadia Bay knowing that she had that support but also because it seemed that since her trip something had changed between them. They had always been affectionate with each other but now it seemed there was something more behind it, but neither was ready yet to acknowledge it for fear losing that closeness if they were misreading the situation. For Max she wasn't normally comfortable with things out of her control but with Chloe she was more than willing to dive headfirst into the unknown.

What was in her control, however, was that the longer walks that she and Chloe had been going on were starting to feel easier to handle, building up her stamina in the hilly areas around the Price house and the Junkyard where they would often hangout. It gave her some confidence that she wasn't a completely lost cause at least.

That said, she still had no idea how much she weighed. She knew she was still over 330lbs as her old scale continued to display 'ERR', but she hadn't gotten round to replacing it yet. The mirror really didn't help her either, the years of struggling with her confidence and self-image had twisted how she perceived herself. Any time she looked she didn't know if she was deluding herself or if the self-doubting voice was right and she was actually fatter than ever before as she still was wearing those larger jeans, her old ones shoved to the back of her closet.

That had led to her current poor mood and snacking, her fist full of a handful of crisps as she steadily made her way through the last packet. The evidence of the rest of her binge was scattered around her desk in the form of empty packs of crisps, sweetie wrappers, and bottles of sugary drinks. She frowned at herself for having let her negative thoughts get the better of her today, clearly she wasn't as over things as she had hoped she'd be by now. It was during this rumination that she was wrenched from her absentminded snacking by a loud bang on the door.

"Caulfield! Open up!" came the barked demand from behind the door. It was unmistakably Victoria Chase.

Taking a second to let her spiking pulse settle, Max hauled herself up, making a vague effort to at least shove the rubbish into the bin by her desk before waddling over to the door. Opening it she barely had time to step back before being barged aside as Victoria stormed into her room.

"Shut the door, I don't want anyone to see me in here," Victoria continued to demand, this time in a hushed tone, stating as though that made her reasons for invading Max's space obvious, "It's not normally my style but I'm here to do you a favour."

Rather than argue as it wasn't worth the hassle, Max simply pushed the door to and sighed, turning to face the blonde who had made herself at home on the small couch, sitting in her usual poised manner.

Adjusting her fringe despite every hair already being perfectly in place, while she observed Max's living space with a hint of pity in her eyes, Victoria couldn't help but make it painfully obvious she wasn't doing this out of friendship, "You should be grateful I'm even wasting my time here."

"What is this about Victoria? I have stuff to get on with if you aren't going to tell me." Max probed when no explanation was forthcoming. She really didn't need this on top of everything else if Victoria was just here to wind her up.

"Just how well do you know Chloe Price?" came the pointed question, although there was an air of self-interested gossiping vibe about it, "You've been hanging around her a lot recently."

Max rolled her eyes, being brought back to Victoria's previous messages about "that trash punk" before Thanksgiving. "Not that it's any of your business but she's my best friend, we've known each other since we were six."

"Hmm, is that right?" was the less than explanatory reply. However, it seemed Victoria knew more than she let on with her opening gambit, "Did she ever tell you about Rachel Amber?"

This whole conversation was obviously leading somewhere but Max couldn't see what direction Victoria was aiming toward. Regardless she felt she had to defend herself and Chloe right now from whatever was being implied.

"She doesn't have to tell me everything. She mentioned that Rachel was her ex-girlfriend, and that she was part of the reasons she was expelled though." Max rebutted, just because they were friends it didn't mean Chloe couldn't have some private parts of her life. Especially since relationships were often difficult things, and besides if Rachel was an ex, what good would it do to bring her up in conversation?

"Interesting," Victoria feigned surprise at the response, but she'd grown bored of toying around with Max, despite how fun it was to see her cluelessness in action at times, "I bet one of those things she didn't tell you about was that Rachel gained a lot of weight while she was dating her."

"W-what?" Max stammered. She wasn't sure what Victoria's point was in telling her that, but she could feel her anxiety rising, "What are you talking about, Victoria?"

"Rachel used to be a slim attractive girl, everybody loved her, and she could have easily been a model," Victoria explained, but it still felt like she was being deliberately vague, glossing over the actual point, "but by the time they broke up she was nearly the same size as you were when you started here."

"I don't un-understand…" Max furrowed her brow, her heart thumping in her chest as her mind was clearly a few steps ahead of her conscious thoughts in understanding what Victoria was saying.

"I'm just letting you know as a favour. What you do about that is your business," the blonde sighed dramatically for effect, her patience at its limit now, "but I can see she's had quite the impact on you already by the look of things."

Max looked down and her faced flushed, of course this was probably all an excuse to humiliate her again, "You don't know what you're talking about, Chloe is my friend, she's been helping me-"

"Helping you get even fatter you mean?" Victoria interrupted, gesturing to the various empty wrappers around the room that Max hadn't managed to clear away, "Max, I don't hate you. I'm not trying to be mean right now, but can you seriously not see how much bigger you've gotten since the start of term? Your gut is hanging out of your shirt right now for fucks sake."

Max was fighting hard to hold back the tears, this was not something she had the ability to handle right now, but thankfully, Victoria didn't press her advantage and even looked somewhat remorseful that she'd had to take it that far.

"Believe me or don't if you want, Max," Victoria huffed, rising gracefully from the couch, and making her way to the door. Only pausing as she grasped the handle, glancing back over her shoulder with her parting shot, "but I'll just leave you with this. Do yourself a favour and google what a feeder is."

With that she exited the dorm, closing the door behind her and leaving Max alone with her own thoughts. The photographer's mind was slowly catching back up as she wiped the tears from her eyes, she needed to speak to Chloe. But the voice of doubt spoke loud and clear, having latched onto Victoria's warning. She needed to know if there was any truth in it.

Finding herself moving toward her computer on autopilot, it felt like someone else was in control of her body. Google was her first stop, searching for the term feeder. The results were eye opening to say the least as she scrolled past various sites, all of them filled with people talking about getting fatter and showing off how much they had gained.

Some talked about how their partner had to take care of them as they had gotten so large, others fantasising about getting to that size and having someone help them grow. The images and videos too caught Max's eye as she clicked on some of the more extreme examples. Seeing woman that were significantly larger than herself being fed and enjoying their size as their partner teased them, while others happily showed off the results of their intentional overeating, comparing their clothes and measurements from months or even years prior.

Part of her was screaming that she should find this disgusting, that no one should ever be that sort of size or enjoy being fattened to the point they could barely stand up under their own power, but there was something about those images that intrigued her. How would it feel to be that big, how much of a struggle would moving be with double her current weight or more? It stirred something in her mind, but she quickly shut that thought down before it fully formed and closed the various tabs she had opened before navigating to Facebook.

It didn't take her long to find the right Rachel Amber, she was still friends with the likes of Dana and Juliet at least. Max clicked on the profile hoping to see that Victoria had just been lying or exaggerating. The profile photo didn't give much away, she could see that Rachel was definitely pretty enough that she maybe could have been a model, but it was just a face shot and from an odd angle.

Max opened up the photos tab and scrolled down to the oldest ones from 2010, she knew that was around the time Chloe had met her. These photos showed a very slender girl, no taller than Max at 5'5. Despite her stature and frame, she had a commanding presence in each photo, it was easy to see why Chloe would have been drawn to her. Speaking of Chloe, as 2010 progressed the punk began to appear in more photos, or at least the signs of her in the vicinity, some had even been taken at Chloe's house, in her truck, and the Junkyard.

It was during those next few months that Rachel started to expand, much like Max had, slow at first but faster as time went on until she looked every bit as enormous as Max did at the start of the school year. But into the first half of 2013 there was a sudden change in location and no sign of Chloe in any of the new shots. With that also came changes in Rachel's weight once more, although she was still larger than she had been at the start of her relationship with Chloe, she appeared to have slimmed down a little. But it seemed she was struggling to shift those extra pounds as quickly as she had gained them.

Sitting back in her chair Max rubbed her eyes and tried to process what she was thinking. She couldn't help but feel a little shaken. Her mind racing, she wondered if Victoria was right about the dynamics of Chloe and Rachel's relationship, and if they had ever done any of the things she had seen on those sites.

Leaving her laptop for now she waddled over to the full-length mirror, really taking stock now of the results of all her binging. Her gut exposed under the hem of her far too tight shirt, rolls of flab highlighted by the stretched fabric, and her jeans threatening to burst off her. She looked even more obese than she ever thought she could be, and all she could see in her mind was flashes of those images she'd found on those sites reflecting back at her. She needed to know for sure just how much damage had been done.

Returning to her laptop she loaded up her usual shopping site and searched for scales, looking for ones with a higher weight limit than the basic one she'd brought from her parent's house. There were a few she saw that went up to 400lbs, which would definitely be more than her old one, but the antagonistic voice in her head prodded her that might not be enough. What if she bought it and she was already too heavy? With a gulp of nervousness, she refined her search to ones with a limit of up to 450lbs or more. As much as she knew that voice was her worst fears and not reality, she didn't want to risk it.

A week felt like a long time to wait before she could find out just how much heavier she was, but since she couldn't afford to spring for express shipping, she would have to just deal with it. She tried to convince herself that it would give her time to maybe lose a couple of pounds before then at least, but she couldn't quite manage to believe that herself as the sinking feeling took hold.


	5. Arguments

In the aftermath of Victoria's little warning, the blonde hadn't let up on her sarcastic remarks in public, although, most of the time she just ignored Max's presence if she wasn't directly in her path which Max was glad for. She'd been struggling to focus on anything, even zoning out in class and other social situations which made her new friends worry about her. But they weren't the only ones who were worried.

Not responding to Chloe's messages at first had made her feel guilty, and the lie she told about not feeling well when she did reply had just made it worse, but she needed to process everything before she could handle things.

Her photographic memory plagued her as she hadn't been able to get the images from those sites out of her head. Her subconscious unhelpfully overlaying Chloe and Rachel's faces wasn't making it any easier, especially as she'd come to fully accept that she had more than a crush on the blue haired punk.

Now a full two weeks later from the revelation, and she had only just gotten delivery of her new scale, the package having been lost in the local sorting office for a while. It was better late than never though, Max thought as she returned to the privacy of her dorm, parcel in hand. Taking a moment to catch her breath after climbing the two flights of stairs she unpacked the scale, placing it down in front of her mirror.

As she took of her clothing she looked over her soft and flabby body with some measure of shock at how she could have let herself get to this level of obesity. But there was also a part of her that was curious about how the new fat had settled on her gut, hanging lower and widening her out even more. The waist band of her underwear dug in and she could barely see her briefs under her lower belly hang as she stood facing the mirror. It didn't help that she had been comfort eating again since she couldn't talk to Chloe, contributing to her spiralling mood.

Unable to put it off any longer, Max turned her attention to the scale. It wasn't one of those fancy body fat measuring ones, but it was at least sturdy and accurate. It did, however, have a wide platform and large display that kept displaying the number for a time after stepping off, which was needed since Max struggled to see over her belly these days. Although it concerned her somewhat that she was so fat now that she needed a scale that had these sorts of features to accommodate her size.

Taking a lumbering step onto the scale the screen came to life, the little dots running across the screen while it calibrated. Eventually it stopped, and Max could see the screen display change over the top of her bulging belly, although she couldn't easily see the number while still standing on it. Stepping back down she gasped as she took in the result, it was higher than she had thought as the number 360lbs flashed brightly.

Victoria had been right about her continuing to put on weight, and she had been right about Rachel too, Max considered, so did that mean that she was right about Chloe as well? Or was she seeing something that wasn't there because she just wanted to cause trouble?

Max shook herself out of her thoughts, she had a lot of things to do today, she needed to focus, plus she couldn't keep putting off seeing Chloe. The guilt was eating her up inside and Chloe deserved better than being fobbed off with lame excuses.

When Max finally responded to Chloe's earlier text, the punk immediately replied, excitedly suggesting they should hang out. It was immediately followed by a frustrated reply saying that her stepfather was being a dickhead, so her house was kinda off limits tonight which made things more difficult for Max. She had been counting on having a private space to talk.

She knew she couldn't back out now, but she didn't feel like going out anywhere, especially if she wanted to have the confidence to bring up what she'd been thinking about. Eventually she made the call to offer up her dorm as the chill out zone, but instantly the butterflies started again. Chloe hadn't been to her dorm before, her personal space where she hid from everything when it got overwhelming. The panic that her room wasn't tidy set in, she wasn't ready...

* * *

Max sat back on her couch, huffing as she tried to catch her breath again. She'd rushed about trying to tidy up all the empty snack wrappers and packets, all her laundry that had been neglected, and various piles of schoolwork let lying everywhere. With the room a little more organised, she was able to take some satisfaction at the result, but she still felt bad she'd let things pile up like that.

The exertion was more activity than Max had undertaken in the last few weeks. It was clear that what little progress she had made to her endurance had quickly been undone in that time. Checking her appearance, she screwed up her face in frustration, her shirt clung to her, showing every roll and how badly she was perspiring, she needed to change her shirt quickly as Chloe would be arriving soon.

Throwing her current shirt in the very full laundry basket, Max sprayed herself in anti-perspirant and opened her drawer finding only a few clean shirts she could still wear. Grabbing one of them at random she pulled it over her head and arms, but as she pulled it down she realised it was one she hadn't worn for a while, so it hadn't been stretched out as much as her usual shirts. The geometric dear head was distorted from how much the fabric was strained around her belly, and the hem of the shirt not even reaching the bottom of her blubbery overhang, threatening to ride up even further if she so much as stretched. Even the arms felt snug around her upper arm flab.

As she reached for another shirt to see if any of the rest might fit better, she heard the loud stomping footsteps coming along the hall that could only be one person. The equally loud knock came seconds after, she'd ran out of time. _'Shit, I guess this will have to do.'_ She thought as she tugged the shirt down to cover as much as possible.

Opening the door, she could feel the panic take hold but grimaced through it eliciting a concerned furrowing of the brow from Chloe as the punk entered her domain.

"Hey," Chloe greeted somewhat cautiously testing the waters as she could tell something was up, especially after the several week long hiatus and Max avoiding conversations again. It had brought up some of the feelings from the early years of their separation as young teens that hadn't been so pleasant to deal with on her side, and she didn't want to spook Max into running from her. "I brought some snacks, so we don't have to go out for dinner later unless you feel up for it."

"Thanks," Max replied quietly as Chloe handed the bag over, taking a look inside she spotted some of her favourite treats and those ridiculously sour sweets that Chloe loved for some reason. To her they were just painful making her feel like it was slicing up her gums.

"So… this is where hipsters hibernate, huh?" Chloe commented as she took in the room. It was definitely a hipster's paradise, the instant film photo collages, the obscure indie bands, and books on even more obscure artists lining the shelves a clear sign of her hipster nature. She smiled fondly at seeing some of the photos on the wall from their childhood, dressed as pirates for Halloween, and playing on her old swingset.

"You sure you're ok, dude?" Chloe asked when she realised Max hadn't responded yet. Reaching out a hand to her forehead, checking her temperature in a teasing way, which Max swatted away meekly much to Chloe's confusion and concern.

"I'm fine, I, um," Max stumbled over her words, "Sorry… Uh, c-can we just maybe watch a movie or something? I don't think I'm up for much else…"

"Sure, I'm down for that, whatever you feel you can handle is fine with me," Chloe replied as she tilted her head in the way that Max knew meant she was thinking. But for the moment, she didn't push, letting Max take things are her pace. She even agreed to Max's first movie suggestion without arguing or teasing her about her taste in films like she might have if things were normal.

The pair settled onto Max's bed, leaning against the wall as Max set her laptop up on the desk chair so they both could see. Normally she wouldn't hesitate to cuddle into Chloe's side, but she unconsciously and awkwardly kept a bit of physical distance between them, trying to ignore Chloe's concerned expression as the film started.

She couldn't really focus on the movie, despite staring solidly at the screen to the exclusion of pretty much everything else. Her mind kept throwing up various moments over the last few months hanging out with Chloe, either at the Two Whales having lunch, or the Price's house for dinner. Whenever they hung out there always seemed to be snacks about… But then again Chloe was a stoner and most of them were her munchies supplies that she just happened to share, right?

Chloe hadn't appeared to have gained any weight despite eating pretty similar stuff, but she did have a physical job working at the local garage three days a week, maybe that made the difference?

Max debated back and forward in her head, the images of Rachel steadily growing coming to mind as she wondered what the truth was. Had Rachel really gained weight because of Chloe? Was Chloe actually her feeder, what did that mean for her now, was she still into that sort of thing?

Her mind continued to circle around with only more questions coming to the forefront. Was that why Chloe didn't seem to share other people's concerns about how much weight she had put on since September? And was it just her imagination that Chloe's eyes would drift to her exposed middle whenever she would try to tug her shirt down over her belly.

Max had been so lost in her thoughts that she hadn't even realised the film had ended or that Chloe had been speaking to her. At least not until the punk waived her hand in front of her face to get her attention.

"Huh, s-sorry, I…" Max stuttered as she came back to reality. The stress was getting to her, she couldn't deal with this right now. "I'm just tired I guess…"

"Seriously, dude, what's up with you?" Chloe asked equal part concern and frustration in her voice. It wasn't easy, feeling like she was being shut out again after they had just begun to really open up to each other and move forward once more. "Did I do something to piss you off?"

"No, you haven't," Max tried to reassure but she really didn't know how to explain things. She fell silent, looking away, unable to maintain eye contact.

"Then what, Max?" Chloe pleaded to no avail, if anything Max just curled into herself even more, "If you need some space just let me know, I can handle it. What I can't handle is being ignored for weeks and feeling like I've done something to push you away."

Max could feel a few tears escape as they rolled down her cheeks, but she couldn't get the words out. The silence between them felt thick as it hung in the air as neither of them spoke for some time, but eventually it was too much for Chloe.

"Look Max, I want to be there for you but if you won't tell me what's wrong, how am I supposed to help?" Chloe probed firmly but softer than her earlier statement but still Max couldn't speak. With a sigh and disappointed shake of her head Chloe turned away, moving off the bed to stand up when she finally heard Max speak.

"I looked up Rachel Amber," Max squeaked out in a rush, it wasn't how she'd been hoping this conversation would go but that seemed to be common for her these days. None of her interactions with people around seemed to go well. It was a wonder anyone wanted to talk to her anymore, the voice in her head chimed in unhelpfully.

"You did?" Chloe asked tentatively, a tension evident in her tone as her voice tightened in her throat. She'd always kept the details of her relationship with Rachel to herself, only painting the broadest of strokes about what sort of person Rachel was and how those years had affected her, "Uh, what… Why did you look her up?"

"Victoria told me," Max swallowed nervously herself, as her voice came out nearly at a whisper, "a-about Rachel… and that you…"

Immediately Chloe's eyes narrowed, she figured she knew what had upset Max and began on her rant, fully intending to go give the Queen Bee of Blackwell a talking to. "Whatever Victoria said I can guarantee she just wants to cause problems like she usually does. She was a jealous harpy when Rachel wa-"

"Chloe," Max weakly tried to interrupt but Chloe continued.

"-tried to break us up constantly. I don't know if she was more jealous of Rachel because everyone loved her, or me because Rachel never gave her the time of d-"

"She told me you were Rachel's feeder!" Max interrupted, raising her voice more than she had intended in order to get Chloe to listen. She tried to say more but she hesitated as Chloe fell silent, looking away as a guilty expression took over her face.

It took a few moments, but it was Max this time that broke the silence, "Were you her feeder? Did you-"

"Why do you need to know?" the anger surprised Max, she knew this was going to be a difficult conversation to have but she hadn't expected this sort of response. Maybe it was because she was fucking this up… Maybe she shouldn't have said anything… "My relationship with Rachel is my business. Why are you talking about me behind my back?"

"I'm not talking behind your back, Chloe!" Max argued back, this evening had been entirely too much for her. Her nerves were frazzled from the inner turmoil running through her system, she didn't know how much longer she could keep from breaking down, "Damnit, I-I've been struggling with everything, I keep putting on weight, and I have to find out from Victoria that you fed your girlfriend up to the size I was at the start of the year!"

The tension could be cut with a knife. They hadn't had a fight this bad, ever, even their worst arguments as kids were things that could be easily forgotten, but this, this wasn't something that could be swept under the rug.

"Just tell me the truth, Chloe," Max rubbed her face before looking up at Chloe, her eyes showing a mix of guilt and anger bubbling at the surface. But right now, she needed to know, for her own sanity, even if it meant ruining things between them forever. "Have you been trying to feed me too? To pick up where you left off with Rachel?"

"Fuck you…" Chloe responded to the accusation with venom lacing her tone as she turned around grabbing her jacket, shrugging it on sharply. "How can you sit there and say that shit! I offered to help you exercise if you wanted, I've listened when you needed a shoulder to cry on, literally, and you think I'd do something like that?!"

"Chlo-" Max started but was cut off.

"No, Max," Chloe was firm. She pocketed her phone, grabbing her jacket as she made for the door, "I'm not staying here, you obviously don't trust me, so why the hell should I even hang around?"

And with that she was gone, far too quickly to hear the whispered "Don't go…" as Max realised how much she had fucked up. She'd pushed away the one person she could trust all because of Victoria and her own paranoia. The tears bubbled over as Max hugged herself, feeling the emptiness of the room and the silence that fell.

* * *

That evening she cried herself to the point she could cry no more, feeling more alone than she had in Seattle, because at least back then she could pretend that Chloe might still want to talk to her. Now though the voice in her head reminded her, there was little chance of recovering the trust on Chloe's side toward her, even if Chloe ever spoke to her again.

Checking the time on her phone through blurry and sore eyes Max saw it had been several hours since Chloe had left. She still had to sort out her stuff for school the next day, but she dreaded moving. Her limbs were stiff and heavy when she finally gathered the motivation to get up and take care of things for tomorrow. As she stood up, she nearly tripped over the bag of snacks that Chloe had left. Her immediate thought was to throw them out, she shouldn't eat them regardless of anything else as that was her entire problem, but the emptiness inside was overwhelming and she desperately needed something to fill that hole.

It didn't take long for her to eat her way through the bag, minus the sour sweets Chloe had finished off during the movie. She felt sick, not from the food but from the way her insides twisted. Sleep would not come easy, but she couldn't bear to stay awake right now. It seemed like too much energy to take care of anything else she had planned. Instead, she stripped down to her underwear and climbed under the covers, pulling them over her head to shut out the world. At least in her cocoon she could try to pretend that she hadn't just lost the only person in the world she'd ever loved.


	6. Self Forgiveness

The next week was a blur as Max felt like she was on auto pilot, stumbling from class to class without really caring much for the questioning looks pointed her way, dismissing even her teacher's expressions of concern when she didn't participate in classes she normally enjoyed. Other than mandatory classes she spent her time holed up in her room, barely able to concentrate on homework or pull together the motivation to socialise with her other friends.

A soft knock at the door drifted faintly into her awareness as she re-read the same sentence for the umpteenth time without taking it in. Normally she'd at least make the attempt to straighten up her living space, but she hadn't had the energy for that in a while. Instead, simply calling out for the visitor to enter, her voice croaking from lack of use, "It's open…"

The door tentatively cracked open to reveal a worried looking Kate Marsh who spoke in a tone that reminded Max of how she normally approaches her timid pet rabbit, "Hi, Max, is it ok to come in?"

Max nodded and shuffled upright from her slouched position on the bed, putting her textbook down beside her as Kate entered the room, taking a few steps in and closing the door behind her.

"Hi, Kate," she greeted without much inflection, her voice as flat as her mood right now. She cleared her throat hoping that doing so will give her some expression in her tone despite there being nothing in her throat.

"I-We are worried about you," Kate started to explain why she was here, but the 'we' elicited a flickering of an eyebrow from Max as to who she meant but Kate didn't elaborate further yet. "If you need to talk to someone, I can be a good listener."

An unconscious shaking of her head was the response, Max wasn't sure she could explain what was going on to anyone, especially the more private aspects of Chloe's preferences and why her snooping into that ruined everything. That was a conversation she couldn't have with anyone, least of all Kate Marsh, a girl that was almost the dictionary definition of innocence brought to life. But maybe talking to Kate about how she felt might at least give her strength to pick up the pieces.

"It's… complicated" Max replied vaguely as she tried to shore herself up for the conversation to come.

"You don't have to tell me anything if you don't want to, Max," Kate continued, seeing Max's reluctance to talk still, "but I want you to know you're not alone, and that people care about you, like me, Dana, Juliet, and Allyssa."

"Kate…" She sighed, her shoulder falling in, "I-I don't even know where to start with how badly I fucked up."

The language made Kate blush slightly, but she prompted Max further, "What do you mean, Max?"

"I have this friend… had a friend I guess," Max began feeling some of the emotions try to resurface from that night. "I found something out about them, something private that they didn't tell me about…"

"Was it something you think they should have told you?" Kate asked, neatly avoiding asking what that something was but still trying to keep Max talking as she had trailed off.

"I found out from someone else," Max explained, not dropping names but she guessed it might end being pretty obvious anyway. "They told me this thing and made some comments that got twisted up in my head, especially since part of what they said was true… but the rest of it was my fault…"

"I avoided them for a while, and that just made things in my head worse," Max rubbed the back of her neck as she thought over how to explain the rest, "I guess I had built up this idea of what it meant and I pushed them away."

"How did you push them away?" Kate prompted again, not passing comment still and letting Max explain what she felt comfortable with.

"We were hanging out, and I had planned to ask them about it, but I had no idea how to bring it up, and I," Max sniffed as tears began to build up again, "I made a shitty accusation, and everything just fell apart."

With that the tears fell, Max rubbed them away, only to find Kate had grabbed a box of tissues and was offering them as she sat down beside Max on the bed. Placing a hand on her back and gently patting in a reassuring manner.

"I don't mean to be nosy, but," Kate hesitated, but after a moment continued with her question, "Does this have anything to do with your, um… friend, Chloe?"

Max nodded as she dabbed at the corners of her eyes, wiping up the stray tears that remained. She did manage a slight chuckle at Kate's stumbling over her relationship with Chloe, it must have been obvious to others too that she felt more for her than just friendship, "I don't want to lose her, but I don't think she'll ever want to talk to me again…"

Max went quiet again, thinking things over but there wasn't anything more she felt she could say without any details slipping out. Not that Kate would gossip about anything, but she didn't want to talk behind Chloe's back with anyone.

"I'd like to think we were friends, Max, would you agree?" Kate asked, much to Max's confusion.

"Of course we are," Max replied, the self-doubting voice was mouthing off that she didn't deserve friends but right now Max was doing her best not to listen to it.

"Well, being your friend, I know you don't have a mean bone in you," Kate continued, "Anyone who knows you, knows that you would never intentionally try to hurt anyone, least of all someone you so obviously care about."

"Thanks, Kate," Max smiled weakly as she couldn't quite internalise that perspective on herself, still feeling the guilt of hurting Chloe as she had. "But even if Chloe feels the same, I don't think she'll ever forgive me this time. I shouldn't have pushed her so much about it…"

"Have you tried to reach out to her?" Kate probed again to which Max shook her head, "Well how can you say she doesn't want to talk to you, or won't forgive you? Besides, does this secret even matter in the long run if you both care about each other?"

Max started to argue back again, but she stopped mouth halfway open, Kate had a point. She loved Chloe no matter what, that wasn't going to change, she should have made that clear to the punk from the start rather than let her own paranoia get the better of her, especially fuelled by Victoria's meddling.

"How about some tea, I have some new ones for us to try," Kate offered seeing the change in Max's mood as she processed the conversation. She knew Max would take some time before deciding what to do, but for now she'd settle for simply raising Max's spirit until she was ready.

* * *

Another week went by as Max mulled over what to do. There were many text messages drafted and scrapped, her finger had hovered over the call button many times, but she never quite could bring herself to do it. It was like the start of term all over again trying to force herself to jump into action. Kate and Dana had made sure she didn't hide away completely though and had made sure to drop in after classes for a while, even having a study evening which had turned into a film night when everyone's focus levels dropped too much.

By this stage she felt almost like her normal self again, but there was something she just couldn't get out of her mind no matter how much she tried. Curiosity getting the better of her she'd looked up those same sites she had found in her earlier searching. Some of them weren't updated frequently but there were a few new photos of some of the same women Max had seen before. They looked bigger than their previous photos, their clothes tighter and the number on the scale higher.

It all felt a little close to home seeing a woman her size posting about celebrating outgrowing a pair of jeans after gaining another 20lbs, it brought up confusing feelings when Max thought back to sorting through some of her old clothes at the weekend, as she'd had to buy another size up again. She'd tried on several pairs of jeans and trousers, but some wouldn't even come close to buttoning anymore. Several shirts were more like mid-riff tops than she'd feel comfortable wearing out but those she kept as bed clothes instead since she liked the designs them too much to throw out and her old jeans now neatly folded and tucked away in the back of her closet.

Her new scale hadn't been used since that morning when everything had gone to hell, but she wanted to know how much she had gained since then, like part of her got some enjoyment out of seeing the damage done. She shook that thought from her head as she stepped up onto the platform. The scale took a while to calibrate before displaying the not so small number of 371lbs flashing on the screen.

It was obvious to her now that her own issues with controlling her appetite were firmly to blame for her continued weight gain, she'd gained even faster than in these last few weeks by herself than she had when around Chloe. No wonder barely any of her clothes fit her properly anymore, even her hoody refused to zip any longer, her belly much too wide to allow the zipper ends to meet.

A ping from her laptop drew her from her internal musings as she waddled over to see who was messaging her. She'd expected something maybe from Dana, or more sarcasm from Victoria even after they're briefly heated discussion in class about the artist they had been studying that week, so it came as a shock to her to see the name Rachel Amber pop up on screen

" _So, you're the Max Caulfield I've heard so much about."_


	7. Questions

Max checked the profile, it couldn't be? But her quick scan over the page showed it indeed was the very same Rachel Amber, but why was she messaging her, now especially. Max stared at the screen debating whether to open the message or if this was some elaborate prank Victoria had set up and this was to be the payoff having split her and Chloe apart and gotten under Max's skin. As she stood frozen to the spot her laptop pinged again as another message came through.

" _I'm guessing you probably didn't mean to like that photo from two years ago?"_

She must have accidentally hit the like button while she had been… well stalking, for lack of a better term, on Rachel profile. She cursed herself, she hadn't meant to leave any trace, but she recalled there had been this one photo of Chloe where she had looked so carefree and alive, dancing in the crowd at some rock bar with her head thrown back, her blue hair highlighted against the otherwise dark location.

* * *

 **Rachel Amber:** _So, you're the Max Caulfield I've heard so much about._

_I'm guessing you probably didn't mean to like a photo from two years ago?_

**Max Caulfield:** _I didn't mean to. I must have hit it by accident._

* * *

No sooner had she pressed send, the little message read notification appeared and her laptop began to ring as it showed Rachel was calling her. Her anxiety spiked, she was never a fan of phone or video calls at the best of times, and this wasn't something she expected to have to do today. But it kept on ringing, she couldn't not answer it, could she? She thought about it for what felt like an age, but she had already replied so Rachel would know she'd ignored her if she did. With a hard swallow she clicked to answer the call.

"Um, h-hi…" Max stammered in greeting as the video stream loaded.

Even through the poor quality of her laptop's webcam Rachel was just as pretty as she had been in her photos. Although with the more directly head on angle her double chin and slightly chubby cheeks were more obvious, compared to her profile photo at least, but it was still nothing compared to Max's own far plumper appearance.

"Whatever Chloe has told you; I promise I don't bite," Rachel tried to reassure her, "unless you ask nicely that is."

Max blushed, it was a similar flirty tone Chloe would sometimes take, but right now her mind was a little all over the place still to handle it. Especially with the images it brought up being confronted by the real-life person who had been much of the reason for her mental turmoil.

"Um… Chloe didn't tell me too much, just that you had been dating," Max explained slowly, she didn't want to have to explain why she had been browsing Rachels old photos, "and t-that you'd moved back to California. She didn't tell me anything else."

"Hmmm," Rachel chuckled, her tone was laden with sarcasm, but it seemed in good nature than anything else, "Chloe was right you're not very good hiding things, are you, Max?"

Her heart thumped heavily as her pulse rose, she couldn't look Rachel in the eyes anymore as she turned her gaze away. She hadn't been good at lying or hiding how she was feeling from Chloe, and Rachel seemed to be even more perceptive than the punk could be if she could tell despite this being their first meeting. Either that or she was just a lousy liar.

"But it wasn't Chloe who told you…" Rachel continued, pausing for a moment tiled her head the other way. Mulling over Max's words before her eyes narrowed as she realised who it was. "Victoria Chase."

The name hung in air as did the moment of silence that followed. It seemed that Rachel shared much of the same dislike for the blonde as Chloe held as her eyes rolled in an exaggerated fashion.

"Damnit," Rachel sighed and rubbed her temples, this wasn't the conversation she thought she'd be having, she probably shouldn't have gotten involved… "Victoria might have told you the truth, in the broadest of terms, but I bet she left out a lot of context, ok? So, what did she tell you specifically?"

"She said that you had gained a lot of weight because…" Max swallowed, taking a moment to calm herself before she spoke again, "that Chloe was a feeder. She said she was telling me because she'd noticed that I'd put on weight since I started hanging out with her…"

With that out, Max felt her anxiety build but she did her best to control it and looked up at the video feed. She imagined that Rachel might have been angry or annoyed with her but the girl on screen smiled softly at her, a reassuring look in her expression.

"This is probably something that you should really speak to Chloe about," Rachel started gently, after all this wasn't her problem anymore, it was up to Chloe how much she wanted to get into, but stopped as she realised from the way Max drooped inward at the mention of the punk that something must be wrong there. "But I take it you aren't talking right now?"

"After Victoria told me a-about you, and what Chloe and y-you-," Max shook her head ever so slightly, her voice barely audible to Rachel over the low-quality mic, "I-I tried to talk to her and I-"

"OK…well, Victoria was right in that I gained a lot of weight while I was dating Chloe as I'm sure you saw from my photos, and yes Chloe was part of that," waiting until Max had absorbed that before she continued, "but what Victoria doesn't understand, and to be honest what even _I_ didn't accept until I had the distance to look back at that time with hindsight, is that no one else, not even Chloe, was responsible for my choices."

Max's brow furrowed briefly. She didn't quite understand what Rachel meant by that, but she didn't have to ask as Rachel explained further.

"Chloe has this way of making you feel like you're invincible, like no matter what she believes in you," her tone somewhat wistful as the memories of that time came back to her. "She was the only person I felt I could be myself with, like I didn't have to pretend to be little miss perfect like everyone expected me to be."

Max was certainly familiar with that feeling as Chloe often inspired her to be braver than normal, and not feel so self-conscious about taking chances.

"I think that's why it was so easy to end up going down the path I did." Rachel continued. "I found out pretty early on what she was into and I figured it couldn't hurt to play into that, especially when I saw just how much she enjoyed it. I enjoyed it too, for a while, even the more, _interesting_ , things we did, but she never once pushed me to do anything I was uncomfortable with."

Max quietly took in everything Rachel had explained. As much as it did reaffirm that her own thinking had been so twisted up due to Victoria clearly basing her warning on her own version of events rather than the truth.

"Do you regret it?" Max couldn't help her curiosity, asking inarticulately before glancing down again, "Sorry, I mean… I probably shouldn't pry…"

"Some days, yes. Losing weight is nowhere near as easy or fast as putting it on," Rachel answered honestly, not even blinking at Max's question, "What I regret more though was what I said to Chloe when we broke up. I got damn close to 300lbs when I freaked out. I blamed her for letting me take things that far when I should have listened to my instincts and slowed things down long before that."

It hit Max now why Chloe had reacted as strongly as she had, it had probably brought up some unpleasant memories from back then.

"Look, Max, I don't know exactly what the situation is between you and Chloe," Rachel word's caused Max's head to snap back up, "but she's not going to make you do anything you won't want to. Whatever you decide you want, she will do everything she can to help you make that happen, but she'll never be the one to suggest it, just… make sure you know what you want before you do anything."

Max swallowed hard, she already felt she had let things get too far, and not even for the same reason as Rachel. Plus, they weren't even dating despite the blurring of certain lines between them since coming back into each other's lives. Wait… did Rachel think they were? Max's brain slowly caught up to the implication in Rachel's comment as the rest of thoughts ran on.

"We-we're not, I mean, we haven't been, uh..." Max stammered yet again, she wished she could actually string a sentence together without doing that these days but her mind was running a million miles a minute as those images once again flashed through her mind, this time with her in place of Rachel.

"But you want to, right?" Rachel probed, that much was clear to her as Max flushed despite her attempts to control her reaction. She wasn't entirely clear if Rachel meant she wanted to be with Chloe, or if she meant something more, but Rachel didn't give her much time to think about that, "Out of curiosity, just how much have you gained since you got back together with her already?"

Max's slight flush turned into a full-on beam of red as she realised what Rachel was asking. She though, briefly, about lying but she'd never get away with it given how perceptive Rachel seemed to be. "Um, about 60lbs… I haven't checked since last week though, but it's not like that… I mean I wasn't trying to, um, you know…"

"Wow…" the surprise was evident in her tone, but it wasn't unkind as she allowed Max to consider everything they had just discussed.

Over the laptop audio Max could hear some shouting in the background as Rachel turned her head briefly to listen.

"I have to go just now," Rachel apologised politely, but the conversation had pretty much come to an end anyway, "but do me a favour, Max? Be careful with her. Chloe's wounds are easily opened even though she'll deny it. Just don't let her run from you, that girl needs you more than she'll ever admit."

* * *

After the call ended Max had laid down on her bed for a good hour or so, thinking over what had just happened. Rachel had called her, Rachel Amber, Chloe's ex and the girl whose image had been a ghost in her head for the past month. She was in deep she realised, her feelings for Chloe had only gotten more intense with the absence and Rachel's last comment kept running through her head. She just hoped that when she spoke to Chloe that there was still something between them, and that Chloe was willing to give her another chance.

With her need for resolution firmly calling to her, Max reached for phone loading up the last messages she'd exchanged with Chloe. It was from the day of their argument, which made Max wince, but she pressed on.

Her first draft of her message was deleted, too much rambling and it made no sense reading it back. Her second attempt wasn't much better as she tried to say everything she wanted to all at once. She groaned at her continued inability to communicate like a normal person.

It was during her agonising that her phone buzzed in her hands, nearly making her drop it in surprise. She also nearly dropped it in surprise again when she saw the message was from Chloe. Unlike her attempts to over complicate her message, Chloe had opted for short and to the point.

* * *

 **Chloe:** _Can we talk again?_

 **Max:** _Chloe, I'm so sorry. I wanted to call you, but I was scared you hated me after what I said to you._

 **Chloe:** _Let's not do this over text, I'm coming over and we can talk properly._

* * *

As much as it sounded like Chloe hadn't written her off completely, the tone was rather more serious than she was used to Max thought as she re-read the short exchange. But before she could get herself into a spin over it a flurry of texts arrived.

* * *

**Chloe:** _I was angry, Max._

_But I could never hate you._

_It was a fight, ok?_

_So what?_

_We can work past it. I'm not gonna let you go._

* * *

Despite her heart seemingly thumping loud enough to hear from a mile away and the rushing in her ears, Max felt herself truly smile for the first time in weeks.

Like Chloe said, they needed to talk things over, but she shouldn't have ever doubted the strength of their bond as the punk hadn't given up on her despite how she had hidden away once more. The butterflies, that Max had realised she had missed in Chloe's absence, started to flutter once more as she dared to hope that maybe they could get back to that same level of closeness between them as had been growing since her return.


	8. Admitting

Bar a few moments to change into a nicer, if still very tight shirt, Max spent the entire time since she received that flurry of texts alternating between tidying her room and trying to keep a lid on her bubbling anxiety. Running over various ways to apologise that didn't devolve into rambling incoherence, but she knew it was probably going end up happening anyway, either that or she would become tongue tied and immediately burst into tears. However, she didn't have long to torture herself with her imagination as it seemed that Chloe must have already been on her way when she had texted when she heard the door open behind her.

Max turned around from where she had been sorting out her homework pile to see Chloe slink through the doorway, carefully closing the door behind her before looking up and catching Max's eyes with her own. In a matter of seconds both of them covered the distance between them, Chloe more so with her longer stride, coming together as they wrapped their arms around each other, holding tightly.

"Chloe…" Max choked out through the tears that came, "I'm so sorry, I didn't… I n-never meant to-"

"Hey, just take it easy," Chloe cut her off rubbing her back firmly, not allowing her to pull away.

The floodgates opened and Max couldn't hold back as she began to sob, her face buried into Chloe's collar as the taller girl's shirt soaked up the tears. Chloe stroked her back while maintaining a firm hold as best she could, closing her eyes and nuzzling into the mop of brown hair trying to keep her own tears from spilling over.

Neither of them could say for sure how long they stood there like that but eventually it seemed that Max was cried out as her sobs calmed down. Chloe continued to hold her for a while longer murmuring calming hushes partly for Max's benefit and so that she didn't have to speak which would have given away her own nearly crying state if her voice caught in her throat.

But eventually, they pulled themselves together enough that they could ease their hold on each other. Max wiped at her eyes and sniffed, feeling a mess and frowned at herself when she saw the wet marks on Chloe's shirt.

"Um, S-sorry about your shirt," Max apologised quietly, her voice a little raw still.

"Don't worry about, dude," Chloe smiled softly at her, raising a hand to sweep an errant lock of hair from Max's cheek where it had become stuck. "You should see how bad I look when I ugly cry, now that's really something that would scare you."

It wasn't all that funny, but it elicited a rough coughing sounding chuckle from Max as her throat was a little raw, but it was enough for now Chloe thought as she took Max's hand in hers, guiding them to the bed so they could sit down. Unlike the last time they had sat here, there was no distance left between them as their thighs pressed together sitting side by side. They locked eyes briefly and both blushed again, Max looking away first causing Chloe to lightly bump her shoulder with an amused snort.

"How you feeling?" Chloe prompted after a moment, she didn't want to push Max, but she knew letting her sink into her thoughts now wasn't going to help them work through what they needed to. "Feeling any better?"

"I've f-" Max winced as her throat caught, dried up from most of her body's fluids leaking out over the last few minutes. She wet her lips and swallowed before starting again, "I've felt better, but I kinda deserve it. I know I've been selfish, wallowing in my own misery since I came back rather than considering how you must have felt after Victoria did what she did, but I promise you're still my best friend nothing will ever change that."

"Don't take it all on yourself, we both had our parts in fucking that conversation up." Chloe admitted having felt guilty about blowing up at Max. "I overreacted because of my own shit I thought I was over, and I shouldn't have taken it out on you."

"I'm sorry…" Max felt a brief flash of guilt again that she'd brought up those feelings for Chloe, after her conversation with Rachel she understood now just how raw a subject it might still be for her friend.

"You don't have to apologise for that," Chloe dismissed with a shrug, "It should be me apologising. We promised we'd trust each other with anything, and I shouldn't have tried to hide stuff from you with how it might have looked."

"You don't have to tell me everything, I was being nosy about Rachel and I got things all mixed up in my head…" Max still felt like it was her fuck up as she trailed off.

"You've always been a bit of a snoop though," Chloe playfully nudged her shoulder smiling fondly at memories of Max and her as kids that went through her mind, before returning to the more serious conversation they needed to have, "I probably should have expected this to come up sooner than later."

They both remained quiet for a moment, allowing themselves a moment to process everything and think about what came next. The pair in sync enough that they both went to speak at the same time, a laugh was shared as Chloe indicated for Max to speak first.

"Um, Rachel… called me earlier," Max started cautiously, she didn't want to hide something as important but given Chloe's previous concerns about being talked about behind her back she didn't want to make it come across that way. However, before she could explain more Chloe interjected.

"I know. She gave me an earful about not telling you," Chloe grumbled with a slight sigh, "and she was right, of course, but I wish she'd just stop treating things like everything's a game to her."

"What was she like," Max prompted, she was curious to hear more from Chloe's perspective now that she'd actually spoken to the other girl. "You never really told me much beyond how you first met."

"I guess the best way to describe her is a force of nature. She had the attention of anyone she wanted and was instantly good at everything she tried," Chloe began, her voice taking on a wistful tone as she talked about what kind of a person Rachel was and the impact she had during the previous three years, "It's been hard to trust people since, well since my dad died, but when Rachel came along, she instantly got me. She didn't let me feel sorry for myself and we went through all that shit together that I told you about… It was intense."

"But… I think that's partly why it got so bad toward the end," she continued, "she pulled away, and we stopped being honest with each other. I used to wonder how it would have gone if I hadn't been so blind to how she felt about everything before it got to that point, but it's not like I can go back and change it."

Max reached over taking a hold of Chloe's hand squeezing it reassuringly, the punk immediately reciprocated the affection by turning her hand over and linking their fingers together.

"That's why I reacted like I did, it just opened up a lid I thought I'd managed to lock down. Sorry again I took my shit out on you…" Chloe had felt horrible since that day too, being eaten up by anger at her own actions which mixed with the regret and self-doubt brought on from her breakup with Rachel.

But right now, none of that mattered as shy smiles were exchanged. They lent into each other quietly enjoying the moment and allowing themselves to gather their thoughts as Max still had many more questions itching at the back of mind that she wanted to ask.

"When did, um," Max started to ask, blushing as she stopped part way through. She wasn't sure if Chloe was ok with any more questions, but she couldn't help but want to understand more.

"Out with it, Caulfield," Chloe chuckled affectionately, "Can't promise I'll answer everything, but I do promise no more hiding important shit, ok?"

"Ok, but tell me if I'm being too nosy," Max conceded as she took a deeper breath, "When did you figure out you were into the whole, um, thing?"

"I dunno exactly," A red tinge began to appear across the punk's face as she realised what Max was asking. Coughing nervously, she scratched the back of her neck as she began speaking. "I mean I think I always was to some degree. I always thought bigger women were attractive, but it wasn't until I found some stuff online that it started to make sense to me."

"I saw some of those sites." Max quietly added but didn't elaborate beyond that.

Chloe frowned slightly in concern as she rubbed a thumb over Max's hand in hers, "What did you think of what you saw?"

"I don't really know, it was after Victoria told me…" Max started but she paused took a moment to think about it, the flashes of her imagination filling her mind again which she quickly dismissed for now. "I was confused more than anything I think."

"To be honest so was I at first," Chloe empathised, she knew it wasn't the most common of preferences for people to accept, "but once it clicked for me, I knew I couldn't pretend that I wasn't into it anymore. I just didn't know how to explain what happened with Rachel without weirding you out."

Max looked up from where she had been focussed on their entwined hands to meet Chloe's gaze. In her eyes she could see the need for reassurance after being so open. As much as Chloe put up a confident, almost cocky, front she was still the same girl Max had grown up with, the same one who had a sentimental streak a mile wide and wore her heart on her sleeve around those she cared for.

"I'm sorry if I ever made it seem like you couldn't talk to me." Max began earnestly, wanting to convey just how much she regretted the distance between them recently. "I don't want to hurt you again."

"You won't," Chloe rebuffed almost immediately. "You just need to trust yourself and that I'm here for you no matter what, ok?"

"I want to be there for you too, Chloe," tears began to sheen in her eyes again, "I hate that I'm so flaky, but I get overwhelmed and I stop thinking clearl-."

"You are there for me, Max. I don't need you to be perfect, I just need you, ok?" Chloe reassured, she knew Max's self-doubt could be killer if left unchallenged, especially after something like this. "I know anxiety is a bitch, but you should be proud that you're putting yourself out there with your photography. You've got friends who care about you and you're worth so much more than to feel so low about yourself."

Max blushed at the enthusiastic pep talk, but she genuinely felt better after clearing the air and the open affection in Chloe's expression melted her heart as the butterflies began fluttering with gusto. "It means a lot coming from you, since you're the reason I feel brave enough to try."

The pair fall silent once more simply smiling softly at each other as Max brought their joined hands up to her chest holding them there as her heart raced faster. The moment seemed to stretch on for an eternity as they sat there gazing at each other, but it was Chloe who looked away first, a tinge of red streaking across her cheeks as she cleared her throat.

"So, uh, how about we finish off that movie night that got interrupted last time?" Chloe asked a little awkwardly as she rubbed the back of her neck again, plastering a wide grin on her face to cover up the intensity of emotions Max could see in her eyes.

Although she still had homework that she knew was overdue, Max wouldn't pass up the opportunity for anything in the world right now to right the wrongs of that day and replace the experience with something better, and although she was a little disappointed that she had to let go of Chloe's hand either of them could stop grinning at each other.

The pair made quick work of setting up the laptop and chair so they could lean back against the wall and both see the screen. This time though, Max readily accepted the offered space to cuddle into Chloe's side as the taller girl put her arm around her giving her a gentle squeeze.

* * *

Afternoon became evening as the film they had been watching had been well and truly ripped into, both of them calling it as dumb of an action flick as you could get. After the film was over, they'd moved onto watching random silly videos on YouTube and sharing their favourite music with each other, but eventually hunger pains set in as Chloe's stomach rumbled first.

"Damn, I really shouldn't skip lunch," Chloe grumbled as she realised just how hungry she was, she'd finished her morning shift and then the call with Rachel and then rushing over to see Max without really thinking of the impact of the disruption to her schedule.

Max felt the giggle bubble up as the punk's stomach growled louder, "I could probably do with getting something to eat too, to be honest."

"Hmmm, there's that seafood place down at the shore that's good but it's a bit cold out still, could always just hit up the drive through at the burger or pizza place if you don't fancy getting wrapped up?" Chloe proposed a few choices since she figured it would be best to avoid the Two Whales right now, mainly so Joyce didn't try to interrogate them while everything was still fresh.

"Ooh, I haven't had good seafood in ages," Max exclaimed, her mouth-watering at the prospect of some decent fresh caught crab.

Reluctantly, they had to move from their comfy position snuggled into each other and get ready, Chloe quickly shrugged her jacket back on and slipped into her boots while Max laced up her trainers. Although that was a task that was progressively getting harder to since she now got a little out of breath, but she managed without too much difficulty and grabbed her trusty grey hoodie. Although she did frown at herself momentarily when she remembered it wouldn't zip up any more around her much wider middle, but at least it would break the wind somewhat if it got a bit gusty on the way to the truck.

Soon they were on their way out of the dorm building and into the crisp fresh air. Blackwell was fairly exposed above the town and most of the trees that lined the hills down to the main promenade so there was nothing to preserve the heat of the earlier part of the day. Despite her many layers of inbuilt insulation Max still felt the chilled air on her visible under hang of belly from below her shirt as she tugged it down.

"You want me to run back up and grab your gloves or anything?" Chloe offered seeing Max briefly shiver but received a shake of the head in return. "Alright then, let's get moving, we'll get warmed up in the truck if need be."

With that Chloe took her hand as they walked down the steps into the quad outside the dorms, swinging their arms playfully, in part to generate some warmth and get blood pumping after having been lounged about all afternoon. There weren't many students out given the temperatures, but Max spotted Victoria hanging out by herself at the edge of the next building. It took Chloe a moment to notice Max's attention had drifted from the story she had been telling her about work.

If looks could kill, then they'd probably be six feet under as the blonde glared at them while taking angry drags on her cigarette and trying desperately to look aloof and poised despite the constant shivering, clearly not wanting to spoil her outfit with some bulky winter jacket. Seeing the perfect opportunity to wind the girl up without causing too much of a scene, Chloe made use of the angles of sight to raise her middle finger so that Victoria could see but Max couldn't.

It was obvious that the blonde had noticed as she huffed, throwing the remains of her cigarette down, stomping on it before storming off in the opposite direction. Quickly holstering her finger, she continued to play dumb to Max's questioning look earning her an affectionate but exasperated roll of the eyes at her need to antagonise.

As the truck came into view they sped up to a brisk jog, well as quickly as Max could go given her more sedate waddling pace compared to Chloe's longer strides but soon enough Chloe was opening the door, offering a hand as Max hauled herself with some effort into the cab.

"Fuck, better hope the heater kicks in quick," Chloe grumbled as she had made her way around the other side, turning the ignition and fiddling with various dials, "You alright?"

"I, huff, I'm g-good," Leaning back against the seat Max caught her breath, that waddling quick walk had been more exercise than she had done all month as her chest moved in time with her deep lungful's of air. It only took a moment for her breathing to settle as she strapped herself in, adjusting her shirt which was definitely not cut out for covering her belly these days as it continued to ride back up once she let go. It was then that she noticed they still hadn't moved off. Normally Chloe would peel out the parking lot at light speed, tyres screeching below them, instead the punk sat quietly, looking at her in a way that she couldn't quite understand. When she caught her eyes, Chloe looked away with a slight frown on her ridge.

"Chloe?" Max prompted seeing there was something clearly still on her friend's mind, although her heart rate rose again as she wondered what else they might need to discuss.

"When we were kids we always used to talk about how we'd be together forever, how we'd plan out our lives, adventures…" Chloe started slowly, her voice giving away some insecurity as she flexed her grip on the steering wheel a few times.

"I miss back then too, everything was so simple," Max reassured her, thinking it was just a wave of nostalgia, "I think it's part of growing up though, realising there is more to the world than what we could understand as kids."

"It's not that," Chloe shook her head, she got the idea of simple but she hadn't thought that was possible since before her dad died, "It's just that what I was saying before about you putting your work out there, you're gonna do so much and I guess I'm just feeling sentimental is all."

"Plus, I just don't think anyone else is good enough for you, Max," the punk continued softly, her voice dropping to nowhere near the brash nature usually fronted, "Except for me that is…"

"Oh, Chloe," Max reached out taking Chloe's hand off the wheel and bringing it to her chest. It took her a moment to really understand just what Chloe was saying, her own insecurities trying to play it down that she couldn't have just said what she did.

"I get it if you don't feel the same or it's not the right time, but I've been holding this in for five years and I just couldn't bear the thought that down the line you meet someone, and I didn't tell you how much you mean to me." The tears were beginning to well in both their eyes as their gaze met.

For Max she could barely believe it, her heart thudded loudly as blood rushed around her ears loud enough, she could hear it. But somehow, she didn't freeze up as she brought Chloe's hand to her lips pressing a small kiss to the back of her knuckles causing the punk to blush deeper as an uncharacteristic shy smile tugged at her lips.

"Before I left for Seattle, I was too young to understand what I felt. It's why moving away hurt so and why I struggled so much but I didn't know at the time." Max started to explain, it was the part of her time during the last five years she had held back before, "Since coming back though I've felt so much more every time we're together and I kept thinking maybe you felt that too but I didn't want to risk our friendship if I got it wrong, you mean too much to me, Chloe."

Her tone rose in pitch as her throat tightened, feelings threatening to overwhelm her, "I want this between us more than you could imagine, but my brain is still a bit twisted up that it's screaming at me to ask something I don't want to because it's-"

"Hey, you don't have to worry about me going anywhere." Chloe scooted closer, pulling Max to her side into a hug, "The best thing right now is for us to be honest with each other. I won't get angry at anything you ask me, not after everything else, ok?"

Max nodded shakily, wiping the tears from the corner of her eyes, prefacing her question she began, "I know you wouldn't do anything to make me uncomfortable, not intentionally anyway, but I need to know… I need to know that it's not just because of my weight…"

"I said honesty, didn't I?" Chloe took in a deep breath. She knew that her preferences might get in the way of something between them, but she needed Max to know that it was secondary to anything else. "Yes, I'm attracted to you, but it isn't because of your weight. I will admit that when I first saw you and I didn't know it was you the thought did go through my mind,"

At that memory Max's head dropped down away from her gaze, a troubled frown forming unconsciously at the reminder of their first meeting and how panicked she had been.

"But, hey, look at me," Chloe used her free hand to tilt Max's head up again so she could look her in the eyes, "I've dreamed for years of being able to tell you this and I never thought I would even see you or have you be my friend again, let alone any have the chance to tell you how I've felt about you for so long."

"Max," she continued, "I need you to understand that I love you because of who you are not for any other reason. You're smart, funny, talented, and seriously amazing, I'd have to be an idiot to not feel this way about you, and I promise you that will never change because you will always be my best friend, no matter what happens."

Max swallowed hard as she realised Chloe was leaning in. Her mind settled from hearing that reassurance but quickly raced once more as she heard Chloe ask if she could kiss her. She nodded, almost imperceptibly, as the punk tilted her head, coming in closer.

Their lips met, ever so softly at first, Chloe being careful to not push too much until she was sure Max wouldn't pull back or freak out. It didn't take long for Max to respond in kind and lean into the embrace, although she could help but feel a little awkward given it was her first proper kiss. It didn't help that they were sat side on in the truck bench seat with her still buckled in either but despite that Max's heart felt like it was overflowing, sensations that she had only briefly felt from the fleeting touches they had shared roared to life.

When Chloe pulled away, she did so only slightly, not wanting to let Max go but giving her enough room to slow things down if she wanted, but this time Max leaned forward initiating another kiss, deeper and more needy that the first which had been just as intimate but more chaste in comparison.

At some point during the kiss, Chloe gently squeezed her hand in a way to encourage her efforts and also to prevent herself from pushing too far and touching more of Max than she allowed herself to think about right now, but before long they had to surface for air. Both of them breathing heavily due to a lack of oxygen but also the intensity of the moment as Max could see the darker shade in Chloe's eyes coming out with how she looked at her, desire clearly evident.

It was something Max never thought she would see from anyone but from Chloe it felt right, not a single ounce of her usual self-consciousness was felt as a giggle bubbled its way out of her, both of them grinning madly.

Trying to bring some measure of control back to herself Chloe pulled away first, cutting through the sexual tension with a joke otherwise she was liable to drag Max back her dorm room so they could be alone, "Damn, we need to slow down, otherwise, I'ma need a cold shower if you're gonna put the moves on me like that."

She was giddy and could feel her cheeks hurting from how wide she was grinning but riding on a high of hormones and emotions she didn't care if she looked manic right now after what had just happened. She wanted more of that and soon as was evident as she flirted back with a confidence she didn't know she had in her, "Maybe I want to have that kind of effect on you."

"Alright, pornstar, I'm gonna hold you to that," Chloe teased back despite her surprise. Trying to regain some semblance of focus on what they were supposed to be doing right now she turned her attention out the windscreen and putting the truck into gear, "but later, I need to get dinner before my stomach eats itself from the inside."

"Chloe?" Max called out regaining her attention once more. She needed to say one more thing before they moved on from this moment and it became a memory, "I love you too."

The pair smiled softly at each other as Chloe reached out a hand affectionately squeezing Max's arm silently acknowledging that she had needed to hear those words herself too. The wounds that had been opened by the fight had well and truly been healed and the renewed hope of a future together meant they could feel the deeper scars of their time apart fading away too as they set off into town on a fresh adventure.


	9. Parental Concern

Max huffed, almost growling in frustration as she closed down the video call with her parents. The recent conversations with them always coming back to the same topic was really beginning to get to her, but not in the same way as it used to in her first semester. Her mother always meant well, she genuinely wasn't trying to upset or annoy her, but Vanessa's inability to drop a subject unless her father realised it was going too far and had to play referee to try to placate both of them. In fact, she had felt so wound up about her mother's fussing over her weight and exercise routine that she had snapped toward the end of the call and refused to discuss the topic any further.

It didn't seem like all that long since she'd left home for Blackwell, but even since her trip back at Thanksgiving she felt like she was fair less willing let her mother's comments go unchecked which had led to recent calls being a bit more tense on both sides. Although, chuckling a little to herself, she couldn't help but think Chloe would be proud of her for standing up for herself even if it was something relatively minor in the grand scheme of things.

It was another sign of how much more relaxed in herself she had started to become as her relationship with Chloe developed. Although on the surface they still did all the same things they did before, that added dimension to everything they did made it feel even more special, even if all they were doing was lying around in Chloe's room talking nonsense or walking around the promenade after school.

A ding from her laptop drew her attention from her musing over how much she had changed across the last 6 months or so. Upon seeing that the email was from her mother she was tempted for a second to slam the lid shut and ignore it but that felt a bit childish she thought as she opened up the message.

\--

_Hi Sweetheart,_

_I didn't mean to upset you earlier. You're doing so well with your schoolwork and your father and I are proud of you for winning that contest and getting your work published. It's amazing to see you so much more confident and making the most of the opportunities Blackwell has, you're growing up so quickly and it's hard to let go of the idea of the shy girl that struggled to even ask us about applying for Blackwell last year._

_Living away from home is a lot to get used to at your age and I know you need to learn how to do things for yourself, but it's hard to not want to help when I'm used to you needing our input. I'll try not to bring it up as often, but I do want to make sure you have all the information and support you need to help you with your weight loss as I know you've still been struggling. I've attached some different exercise guides that might be easier to start with and ideas on healthier things you can get from the school meal plan._

_We love you so much and we just want you to be happy and healthy._

_Love, Mom and Dad_

_\--_

Rolling her eyes, it was more of the same as they had said on the call and while she entirely understood that from their point of view that she had changed a lot in a short time it was frustrating to have to navigate especially when she was still trying to figure things out with Chloe, and her own feelings about her body. But right now, she didn't have the time for that introspection as she needed to get ready to meet Chloe for lunch as she was again spending the weekend over at the Price-Madsen household.

There wasn't a great deal of well-fitting clothes left in her wardrobe she though as she tugged down on the hem of her black deer head motif shirt for the umpteenth time this afternoon already. An extra 60 or so pounds wasn't exactly a small amount of weight and most clothes would only stretch so far. Thankfully Chloe knew of a place she'd never heard of before at the edge of town that sold much larger sizes that regular clothing stores.

She'd been able to find a few new pairs of jeans and a new hoody that fit far more comfortably than her old ones, although the store didn't really carry any shirts in styles that she liked, so she was still wearing whatever ones showed the least amount of under hang while she waited for the few she'd ordered online to arrive.

Her thoughts drifted to the last few weeks and how things had changed. Ever since they pair had made up after their still fairly recent difficulties, they had been going on walks around the quiet parts of town again in the evenings once more. Starting off slow as Max worked on building up her stamina back to the levels she had before, but as much as the exercise had helped make her feel not quite so out of shape, she certainly hadn't lost any weight or inches from around her middle it seemed. If anything, she figured she'd continued to put more on weight if a bit slower, although she hadn't actually checked in a couple weeks.

Pulling out her new hoody she slipped into it with a lot more ease that her older one, zipping up smoothly instead of it being tugged tightly around her middle, it even covered the larger strip of skin showing under the hem of her t-shirt. Grabbing her bag and laptop etc she made her way out of her room and into the hallway where she could hear music coming from the room across the way. Victoria had been mostly avoiding her and surprising quiet during class but at least she hadn't been trying to further antagonise them both, but she figured she'd best get out of the dorm before the blonde poked her head out and started anything.

Other than that, it was quiet as most of the other students were still out doing afternoon extra curriculars and clubs that met on a Friday after half day classes, so she was able to waddle down the stairs and out into the still cool February air without anyone seeing her. Unfortunately, since Chloe wouldn't finish work for another half an hour, she had to make her way all the way to the bus stop at the bottom of the main drive, rather than the shorter trip the car park.

Even with her improved stamina she was still out of breath by the time she got there, not to mention taking the bus meant an uncomfortable ride across town on the rickety old bus that hadn't been replaced since she was a kid riding it down to the Two Whales Diner. In the time it took the bus to arrive she'd managed to get her breath back, lumbering up the steep steps and finding a seat she tried to get comfortable, listening to music to tune out the various conversations of the other passengers.

The scenery passed by the window, the open campus disappearing behind her as they drove through the thicker forested hills down to the main town before they trees gave way to buildings of the older part of the town. At the very least the journey wasn't too long but arriving at the diner, she couldn't wait to get out of the increasingly cramped bench seat and stretch her legs on the short journey across the road.

Although, as she approached their usual booth, she remembered how much smaller the bench seat was becoming these days, having learned to slide and twist into the seat to avoid her belly getting in the way and bumping off the table. But once she was seated, she was comfortable enough for now, despite her belly pressing into the edge of the table quite a bit. Ordering a coffee to drink while she waited for Chloe, she grabbed the menu quickly looking over it in case anything different stood out to her today rather than her usual favourite.

It seemed she had fallen into a bit of a trance while considering her options as she was surprised by the sudden contact of someone's arm around her and a body sliding into the booth beside her.

"Hey, babe," Chloe greeted placing a quick kiss on her cheek, chuckling at Max's red face at the squeak she gave out. "You ordered yet?"

Max shook her head; she hadn't quite gotten used to the open flirting and public affection, but she wasn't complaining.

"Was waiting on you," She smiled coyly back at the punk as she slid round to the opposite side of the table as the waitress came back over.

"What can I get you girls?" Tina drawled, notepad in hand as she fished her pencil from behind her ear once more.

"Oh, um," Max realised for all her staring at the menu she hadn't actually made her mind up yet as she picked it back up.

"I'll go for the double cheeseburger and fries," Chloe ordered without even looking at the menu, obviously familiar with all the Two Whales had to offer.

"And, I'll have the Waffles as usual," the temptation of her favourite too strong to deny after all it seemed.

"So, one double cheese and fries, and one Belgian Waffles, extra cream and syrup too hon'?"

Max nodded in agreement as Tina wrote down the order, confirming what they wanted to drink before heading off behind the counter once more.

Feeling Chloe staring at her, she turned her attention back to the punk, reaching out to hold hands across the table. Enjoying the fact that she could do this at any time and that Chloe would always respond by gently squeezing her hand affectionately. She knew they were now grinning stupidly at each other, but they were young and in love after all.

It didn't take long before lunch was served. Chatting about their day as they ate, the rest of lunch was quietly pleasant, however, when it came to talking about her morning Max sighed still not entirely sure what she felt after the earlier call.

"Take it, it didn't go well?" Chloe probed, she knew what Max's parents could be like at times and figured there must have been something more that happened if Max was still feeling upset by it.

"I don't know, I got a bit shitty with them even though I know they think they're trying to help but…" Max trailed off, stabbing at a chunk of waffle frowning, she could hear her mother's voice repeating the same advice she'd given several times over by now. "I kinda hung up on them and I haven't replied to Mom's email."

"Vanessa must be loving that," Chloe commented with a small amount of snark, she had experience of winding up Max's parents when they were younger and taking the brunt of any fallout from their adventures, especially when they had snuck out or gotten into trouble. "What did she email you about?"

"Diet plans, again" Max sighed again deeper this time before taking a bite of the waffle on her fork and chewing contemplatively for a second. "Can't she just be happy that I'm happy?"

"Anything I can do to help?" Chloe asked gently, knowing her immediate desire to call Vanessa up and yell at her probably wouldn't be appreciated even if it would be cathartic for both of them.

"Probably not about that, I doubt my Mom will ever change at this point," Max shrugged but added, "Just don't let me start feeling sorry for myself too much. I don't want our time together to be ruined because of this."

"Hey," Reaching out again, Chloe squeezed her arm reassuringly, "no time has been ruined. I'm your girlfriend, I want to make sure you're ok, ok?"

Max smiled gratefully. She never liked feeling like a burden even over small things, but Chloe knew what she needed to hear.

"Ok, but for today can we forget about my parents?" Max asked needing time to consider what she wanted to do about that situation, "I want to enjoy my waffles, hang out with you, maybe take a walk later if it stays nice out, and, um, maybe later..."

Chloe grinned knowing exactly what Max was stumbling over. With the change to their relationship had come a more physical side, and although they hadn't really done much more than making out, it was clear they both enjoyed that level of intimacy. It felt like a natural extension to how physical they were with other even if they had both agreed to take things slow to start with.

"Are you propositioning me, Caulfield?" came the teasing response through a chuckle as Chloe enjoyed the blush that took over her girlfriend's face but putting her at ease before she burnt up "Because if you are, the answer is most definitely a yes."

"Oh dog," Max groaned shaking her head, although glad that she wasn't alone in feeling that way but still embarrassed about how shy she still was at talking about what she enjoyed or wanted to try. But if Chloe had anything to do with it, she'd soon get over that or die of shock, she wasn't sure yet.

With the mood back to the previously cheery level they got back to the easy flowing conversation in no time. With no rush to go anywhere in particular and free from any responsibilities for the day they took their time finishing their meals before ordering a couple of donuts for dessert, only leaving a few hours later when the diner got too busy for them to keep hogging the booth. But with the rest of the day ahead of them still, they could simply take their time on the walk back to Chloe's truck to plan the rest of the weekend. Movies, snacks, walks, and a trip to take photographs on the outskirts of town were all on the board, but the most important part was that they could spend that time together.


	10. Frustration

"Oh, there you are. I hope you girls are hungry!" Joyce called out as the pair made their way downstairs. "I made dinner thinking David would be joining us but he's working a double shift. Grab a plate and feel free to take whatever you want. It doesn't keep well as leftovers so David can just grab something from the freezer to heat up when he makes it home."

Not needing to be told twice when there was a feast of Joyce's cooking they took full advantage. For Max especially, it was an extremely welcome sight, since they hadn't actually had lunch, only a few snacks to keep them going since breakfast. Without a moments thought to any considerations of her prior attempts to cut back, Max loaded up her plate before moving to the dining table, the smell alone enough to make her drool.

Although for the most part Chloe and her stepfather weren't at each other's throats like they had been in the early days, dinner always felt more relaxing without him there. Conversation flowed freely without awkward changes of subject when it got tense or arguments bubbled up over things that didn't really matter in the grand scheme of things. Eventually the topic turned to academics as they talked about Max's recent projects.

"I still need to hand in a few shots, but I think I know what I want to do for them," Max explained. She'd had taken some time to work on a theme, but so far, she was happy with the direction things were going in.

"You'll need to let me see them when you're done," Joyce cooed, she was always supportive and that hadn't changed over the years.

"I promise I will. I should probably make some copies so I can send them to my parents too," Max thought out loud, considering what photos would be best to send them.

"Your parents must be so proud of you," Joyce continued as a thought occurred to her, "Oh, maybe next time you talk to them can you see if they want to come down here for a short visit? It would be good to catch up with them and I'm sure they'd love to see you both doing so well."

Not being able to hide how she felt in the moment, Max frowned unconsciously at the suggestion, knowing how well yesterday's conversation had gone, "Um, maybe…"

"I take it from that, something's bothering you about them?" Joyce probed.

"Mom," Chloe groaned, knowing the broad strokes of Max's recent call with her parents, "Can you leave it? Max doesn't want to talk about it."

"Chloe…" Joyce warned, not appreciating the tone but easing up when she spoke again, "Sorry, Max. Anything I can help with?"

"S'fine," Max mumbled, but she couldn't help but let out some of the frustrations she felt as she continued. "It's just they keep getting on at me about my weight as though that's all that matters."

"Well, it certainly doesn't matter to me. You're a lovely young woman now, and you've got your whole future ahead of you," Joyce tried to reassure her, "I know your parents have always been a bit more highly strung, but they care about you. Maybe you just need to give them time to realise you're not their little girl anymore?"

"Maybe…" Max lamented, she wasn't entirely convinced but she didn't have it in her to get into that right now.

The conversation didn't exactly return to the same easy flow as before, and Max had become quieter as she contemplated the situation further. Eventually though, their meals were finished, and they made their excuses to return upstairs to the sanctum that was Chloe's room.

* * *

As they settled in on the bed, semi propped up by pillows, Chloe raised her arm over Max's shoulders to allow her to snuggle in, using her other hand to choose an episode of one of their favourite cartoons. She knew she needed to give Max some time before she brought up what was bothering her, instead opting to provide quiet comfort right now.

It seemed to work as the tension in Max's shoulders eased as time passed, snuggling in closer and sighing heavily as she accepted the comforting hold.

"How you feeling now?" Chloe asked gently, figuring now would be as good a time as any to see if Max wanted to talk.

"Better," Max assured her, "Just the same frustration I've had with them for a while now. I know they are worried about my weight, but I just don't want it to be something they bring up every time. It's not like my weight should be an issue to them anyway."

"What, um… I mean, how do you feel about your weight," Chloe probed cautiously, given her preferences and the previous difficulties, she hadn't broached the subject much unless Max brought it up not wanting to force the matter or make her uncomfortable. "I know we've talked before but now, I um… do you want to do more to lose any, or-"

"I don't know, I don't really care that much to be honest," Max answered before Chloe finished, but quickly it became obvious to her why it frustrated her so much, "Like, does it really matter when I'm happy again for the first time in years. Why can't they accept that I'm happy here, that I'm happy with you."

"You told them about us?" She'd come back to the rest later, but Chloe wasn't entirely sure about how out about their relationship Max was with her parents. It wasn't like they'd tried to hide it from anyone at school and Joyce obviously knew the second things changed between them, but Max's parents weren't around day to day, it was likely a bigger deal to them.

"Not yet," Max shook her head, burying herself into Chloe for a moment, "I tried, but I kept getting tongue tied and Mom was her usually oblivious self about it. Plus, it feels like something I should tell them in person with both of us there rather than surprise them over the phone."

"I love you, Max," Chloe reassured, rubbing Max's back at the same time, "However you want to handle that, I'm here for you, I'm not going anywhere."

"I love you too," Max mumbled from where she'd snuggled in under Chloe's chin.

"and If you want me to be there as support next time they call I can do that too. I can shut that shit down way faster than anyone can even finish a sentence," Chloe continued, earning a giggle before a moment of silence fell upon them.

"Sorry again," Max apologised, "I don't want to keep having this conversation when we're meant to be having fun together."

"I've told you before Caufield, no apologising for this," Pulling back from the embrace, Chloe shifted so she could look at Max instead of just the top of her head.

The movement meant they were now lying on the bed facing each other but still close as Chloe's arm hung loosely over Max's wider middle, her thumb stroking the soft skin exposed as Max's shirt had ridden up. A small shiver went up her spine at the touch, changing her minds focus from the topic at hand to more immediate feelings.

While she had been shy, and to some degree still was, Max had become bolder about initiating as she let her hand wander under the hem of her partners shirt, lightly stroking her defined abdomen while enjoying the hand now stroking along her bulging love handle as she lay on her side.

"Hmm, what you thinking about now?" Chloe asked, knowing fine well as she could easily read the change in mood as Max blushed and smiled coyly. Her eyes darting down to Chloe's lips and back gave the punk all the signal she needed as she shifted closer, laying along the photographer's larger body as she leaned in capturing her lips with her own. It seemed the novelty of being able to share this level of intimacy hadn't worn off as it continued to build anticipation in them both of more to come.

Before long, the kiss deepened, both of them urging the other on. For all her inexperience Max had been a quick learner and pressed further into the embrace, moaning as she felt Chloe's hands firmly caress her belly before gently grabbing a handful of her under hang which had spilt out between them.

It came as a bit of a surprise but not an unpleasant one, Chloe hadn't ever touched her belly in this way before. It brought to mind the images and videos that she had seen on those sites not too long ago. Videos of woman, her size and bigger, having their bellies rubbed while their partner teased them.

Her imagination ran wild for a moment, but when she found herself being rolled onto her back as Chloe more firmly rubbed the expanse of her middle, her shirt being dragged up to expose more of her belly, she couldn't help the squeak that came out of her, causing Chloe to immediately pull back.

"Shit, Max, I… uh," Chloe struggled to form a coherent apology, hoping that she hadn't freaked Max out. She lifted herself off Max entirely, sitting back against the headboard. "Fuck…"

The sudden change from a somewhat unexpected but not unwelcome move to the cool air between them and Chloe doggedly avoiding eye contact, keeping her hands to herself in a split second threw her system for a loop.

"Chloe?" Hormones raging still, she tried to settle her breathing as she sat up, tugging her shirt back down without much success as it sprung back up over her belly, "Wha… What's wrong?"

Frowning, mostly at herself and partly at her frustrated libido not being satisfied, Chloe shook her head, "I shouldn't have touched you like that."

"Why not?" Max probed. She didn't think she'd given any indication that she was unhappy with what had been going on moments before. When no further explanation came, she reached over grabbing one of her hands, "Chloe?"

"Because I shouldn't, I…" Chloe started, huffing out a deep breath before starting again, "We haven't really talked about this since last month huh?"

Max was the one to frown this time before realising what Chloe meant, "Oh, I guess we haven't, have we?"

"I just didn't want to freak you out because of how into some things I am," Chloe continued, looking over, finally meeting Max's gaze, "Especially with how things went down before, I don't want you to feel like I'm pressuring you or that you have to let me touch you that way if it makes you uncomfortable."

"I wasn't uncomfortable," Max reassured immediately. She wanted to make sure Chloe didn't pull away from her any further as she was prone to do. "Maybe we should talk about it more, so this doesn't keep being a thing?"

"When did you get so brave?" Chloe joked lightly after a moment, earning a kiss to the back of the hand Max was still holding. It wasn't often Max was the one to confront issues head on after all, but then again, she knew Max could take on the world if she believed in herself more. "But you're right, we should talk."

Max tilted her head for a moment, figuring out what to ask to help her understand some of the things she had read about or wanted to know after Rachels call, but the main questions that kept rolling around her head came out first, "What is it about it that you like? I mean why bigger women, or them getting bigger?"

"Um, well, it's a couple of things to be honest," Chloe winced at her weak start. Clearing her throat she tried to put it into words, "There's a softness to how it feels to hold someone that's bigger, how they take up more space next to you but it's easy to cuddle into them when you get close. How much more of them there is to touch… It's difficult to explain exactly, but I never felt as attracted to slim women as I am larger women."

Max considered Chloe's words as she trailed off, remembering reading similar explanations on the forums of the sites she had visited, but she still wanted to understand more. "What about the gaining weight part? I've tried to wrap my head around that part, but I guess the thing I don't get is that I've never thought of myself as attractive before, especially after gaining a lot of this weight…"

"Come here," Chloe encouraged, tugging on the hand that was holding hers to pull Max closer and into her lap. Helping Max settle as the heavier girl straddled her more slender frame, "I'd have to be a fool not to fall for those adorable freckles and doe eyes. You've always been beautiful, smart, talented, your weight doesn't change how I feel, please don't ever doubt that, ok?"

Max nodded in acknowledgement, Chloe's words cutting through the now far quieter voice of self-doubt that still occasionally reared its head.

"I never want to do anything to make you uncomfortable and I don't need this to be part of our relationship," Chloe continued, wanting it to be clear that Max's comfort was priority for her over her own desires. "You will always be enough for me without needing to do anything like that."

"I can't ask you to hide part of yourself though," Max objected. She knew trying to hide away from issues caused more problems than it solved. "I won't ask that of you, it wouldn't be fair."

Seeing that Chloe was still a little hesitant she decided a more physical statement was needed. Taking Chloe's hands from their place resting on her thighs she brought them to the widest part of her belly, where her shirt had ridden up again, causing Chloe to freeze, swallowing hard.

"Besides, it's not like you're forcing me to do anything. In fact, I liked how you were touching me before, I was just surprised at first, but that didn't mean I wasn't enjoying what you were doing," Leaning forward, she pressed her belly into Chloe's hands as she brought their lips together again.

She kept it light at first, until Chloe relaxed and began to return the kiss in earnest, the punk's hands loosening up as she allowed herself the opportunity to sink them into the bulge of fat that had spread out all around Max's middle. After a moment or two of testing the water, Chloe moved her attention to the much softer lower band of flab, feeling the way it wobbled with their movements, but it wasn't until Max moaned into the kiss that she genuinely let herself enjoy the moment too, pulling her forward and causing her to lean on Chloe more than support herself on her haunches.

"Fuck, Max…" Chloe moaned at the feeling of Max's weight, even partially, on top of her like this as it drove her wild. She desperately needed more, but for now she stuck to her promise of letting Max take things at her pace.

Neither of them had any idea of how much time had passed but the desire for more kept building in them both, especially as Chloe became bolder. Taking a hold of the hem of Max's shirt she pulled back from the kiss.

"Is this ok?" Chloe asked, lightly tugging at the shirt to clarify what exactly she meant and allowing Max a moment to catch her breath again.

She was more than prepared to slow things back down and had expected Max's customary shyness to perhaps kick in round about now, but the fire in the photographer's eyes told the story of how much more she wanted too.


	11. Realisations

The week had only just started but Max had felt extremely busy, various pieces of schoolwork had to be completed by the end of the week, and she wanted to work on her college application portfolio some more. But right now, she was taking a short break to work on her journal entry for the day. She'd forgotten to write anything over the weekend with Chloe so there were a few days to catch up on by now.

In the last year or so she had found it was a good way to work through some of her anxieties, getting them out onto paper. Reading them back made her reflect on just how big an issue they actually were and gave her some perspective. She'd often go back an annotate them with commentary as a way to remind herself that often her worries were unfounded. Although, more recently, these sort of comments were less and less needed as her entries had become more positive in outlook.

Stretching her arms out and rolling her neck, Max took a moment. She needed to release the tension across her back that had started to creep in with how long she had been sat leaning over her desk. She figured she should probably take a short walk to stretch her legs too but first she wanted to re-read the entry so far.

* * *

_Feb 17, 2014_

_If it wasn't for Mrs Hoida I'd probably have dropped AP English by now. I enjoy the reading, but the written assignments are something I struggle with at times. Maybe I can convince her to let me submit a photograph next time, after all don't people say that a picture is worth a thousand words?_

_If I can get through this week without losing my mind with these assignments, then I can reward myself with a trip with Kate to the tea café at the weekend. They had a couple of new types of cake last time and I want to try the ones I haven't had yet. That double chocolate and caramel one is calling my name I swear._

_At least History classes are going better, thanks to Dana and Juliet organising those study sessions before our last test. I'm hoping that I can maybe get an A-, but I'll settle for a B+ considering it's not my favourite subject. Although it isn't my worst subject, that would be math. That was always more Chloe's thing since she was into Science growing up. At least with her help I've been able to keep my grades up enough for my scholarship. (she's still a big nerd even if she denies it)_

_Speaking of Chloe, after that talk the other week, and what happened after it, feels like we're closer than ever. I never thought I'd feel that comfortable being even partly undressed in front of anyone or letting them touch me the way Chloe has, but she makes me feel like I'm about to lose control and at the same time completely safe._

_We still haven't taken things all the way yet as I don't quite think I'm ready for that. But I want to do so much more with her…_

* * *

The more in question was something that Max had been thinking about over the last few weeks. The way Chloe had looked at her, kissed her, and touched her was seared into her mind, especially the look of desire on Chloe's face when she looked at her without her shirt on for the first time.

Letting her mind wander on that topic, a few key memories from those shared moments replayed themselves over. Chloe kissing and nibbling her way across her wide underhang as she helped her out of jeans, hearing Chloe groaning in pleasure when she laid her full weight down on her, gripping her love handles firmly before letting her hands roam freely across her body. The way Chloe bit her lip and looked her up and down when she finally took off her bra…

As she allowed those memories to play out, she felt a warmth flood through her. Rubbing her legs together she realised just how turned on she was getting. With a slight blush taking over her cheeks when her internal voice piped up reminding her that she was indulging Chloe's preferences, and that maybe she was more into it herself than she would acknowledge.

Part of her wanted to just ignore that voice and carry on with her day as intended, but curiosity got the better of her as she pulled out her phone. Leaving her desk to recline against her headboard she heard the slats of the bed creak under her. Dorm furniture clearly wasn't rated for someone her size and was beginning to strain. But she quickly filed away that thought as she focused on loading up a couple of the sites that she had saved from her earlier research.

The first site she visited showed various updates from their regular posters on the home page, a number of them showing off recent gains of varying amounts. Some of them were fairly minor gains that wouldn't even put them into the chubby category, let alone obese territory, but they all seemed happy with their progress. However, one woman caught her attention as having gained over 50lbs in two and a half months.

The woman in question was already fairly large in her before photo but her listed height of 5'3 made the extra weight clearly show up on her frame, but what really caught Max's eye was how her partner was holding her lovingly. The slimmer woman's arm squishing into the flab around her middle as she hugged her from behind, her fingers sinking into bulging rolls as the pair shared a lovers smile. Max wondered if she and Chloe looked anything like that together as she lingered on that image.

Filing that thought away for the moment, she clicked through to another of the sites which was primarily a message forum. Again, she could see updates from various site members showing off recent gains, but the newbie forum was where she ended up. She skimmed over the titles of the posts, many from people considering gaining either for their own desires or because their partner was into it. Others were from those on the other side posting about having come out to their partner about wanting to see then gain weight.

There were many posts which she could find some degree of familiarity with, in the sense that they too had previously struggled with their own self-image before realising they could enjoy their bodies at the size they were or even larger. Others described how it felt to gain those first few pounds, seeing the scale go up each time they stepped on it, new rolls of fat forming with every pound.

With every post, photo, and video of people documenting their experiences and comparing their growth over the years, Max found herself more and more engrossed by what she was seeing, so much so that she hadn't noticed that her hand had dipped into the waistband of her joggers. Lightly stroking as she let the tension build.

The bed creaked more as she shifted about trying to find a better angle as her size meant her arm needed to stretch further over the mound of fat around her middle. Running on hormones alone at this stage she considered how it might feel to do the same, how Chloe might respond to her intentionally getting bigger, would she tease her, or even encourage her to get even fatter. The thought of not caring about her diet at all and letting go…

A cry of pleasure went through her before she even realised how close she was. Sinking back into her pillow, she dropped her phone beside her on the bed as her orgasm washed over her. Her heavy breathing began to settle, but as the fog of her libido faded away, she realised just what had sent her over the edge.

'Oh dog. Did I just…' Max groaned internally, covering her eyes with her arm she tried to calm her thoughts as they raced around. Lifting her arm off and letting it fall back at her side, she picked up her phone looking back at the various tabs she had opened. Closing them quickly as she felt her face go bright red despite no one being able to see her. She knew she couldn't dismiss this, not after that, but how could she rationalise what had just happened?

She considered calling Chloe but figured it wouldn't be a productive conversation in her current state. No, for now she needed to grab a shower, finish her homework, and try to get through her evening without freaking out. This was a conversation for another day she decided as she hauled herself upright, tugging her shirt back down and making her way over to the closet intending to grab her shower supplies, but as she reached in, she spotted her scale where she had shoved it away last month.

She hadn't checked her weight since then, but she knew it wasn't likely that she'd lost any in that time she thought as she dragged out the heavy platform scale, laying it down in front of the wardrobe. Shimmying off her joggers and shirt she took a lumbering step up, waiting in anticipation for it to beep so she could step back and see the result clearly. As expected, it was higher than before, but it seemed all that walking had made a difference. Even if it wasn't enough to counteract her appetite, the brightly lit display showed 379lbs, only 8lbs up since a month ago rather than the 15lbs she had ended up gaining in months prior when she was overeating her feelings away.

The same curious part of her mind wondered how it would be to see the number 400 on the scale, after all, it wasn't that much more than what she currently weighed. Surely it couldn't make too much of a difference? Maybe she could see how it felt then make a concerted effort to finally start losing weight again, that way she could see if she actually liked it or not and get the idea out of her system

The other, perhaps more sensible, part wasted no time repeating Rachel's warning about how easy it was to give in, and that maybe if she'd tried harder at dieting and listened to her parents in the first place that she wouldn't even be considering this.

Growling in frustration at herself she grabbed her shower supplies and towel, throwing back on her clothes before making her way down the hall trying to clear her mind. She'd deal with this another day.


	12. Experimentation

Dropping her bags on the bed, Max checked she had closed the door behind her. A mixture of rushing to her room not wanting to be seen, and just generally being out of shape and having to climb several flights of stairs, made her red in the face as she surveyed the spoils of her shopping spree.

Her heart continued to thump hard and butterflies made her stomach do flips as she contemplated what she was about to do. She had debated this with herself for the last week or so after her realisation, and every time she thought she had talked herself out of it, she fell right back into thinking about it. She'd even been so distracted by her internal wrangling that Chloe had noticed her being quieter than normal when she stayed over at the weekend.

She hadn't had the nerve yet to tell her girlfriend, but their time together that weekend had helped her come to a decision.

* * *

" _Damn, you're eager tonight" Chloe groaned from under Max as the larger girl pushed her down on her back, laying most of her weight on her. "But I'm not complaining about that."_

_Max giggled, continuing to trail kisses down Chloe's neck and along her collar bone. She could feel Chloe's hands running up her sides, squeezing her love handles in response. She knew Chloe loved having her on top like this, and she was more than happy to oblige, especially since it gave Chloe better access to unhook her bra than when she was on her side._

_Eventually though her muscles felt the strain and she rolled onto her side. Her bra slipping off her shoulders as she did, being discarded to the pile where both of their shirts and jeans had been thrown._

_Chloe propped herself up on her elbow, her hand supporting her head as the other gently rested on Max's belly, looking her up and down with desire. Max felt her face heat up under such an intense gaze, but she loved how it made her feel._

" _You look amazing," Chloe admired as she continued her caress of Max's rolls of flab, moving in so they lay close enough to lazily kiss as they cuddled._

" _That feels good," Max hummed appreciatively between kisses, pleasure shooting through her as Chloe continue to explore her plump body, gently squeezing each roll as she went causing them to jiggle under her hand._

" _God, I love how fuckin' soft you feel..."_

* * *

It wasn't often Chloe made mention of her size or weight unprompted, and certainly not in that context, but that comment had been her undoing.

So here she was, several days later, with enough food to feed a family for weeks snuck back to her dorm room. She had felt some of her regular shame briefly make its presence felt while she looked over the shelves filled with her favourite snacks, but it had been quickly overruled by the tingle of excitement of what was to come.

As she emptied out the bags organising what she bought, she wondered for a moment if her greed had gotten the better of her. But none of it was perishable since she didn't have a fridge in her dorm, so at least none of it would go to waste even if she didn't eat it quickly.

' _But it will go to my waist,'_ she giggled nervously to herself. _'I can't believe I'm going to do this…'_

Her phone chirped reminding her of the time. She was supposed to meet Chloe for lunch at the diner, but since the punk was working at the garage, she would have to get the bus into town again. It was then that she realised how over eager she had been, but obviously in her excitement she'd forgotten she could have just went shopping after lunch rather than make an extra trip earlier in the day.

Right now though she needed to get ready to head back out. She quickly tidied up her desk, throwing the majority of her snacks into the drawers out the way, but as she picked up the last sweetie she paused for a moment.

With a shaky hand she tore open the wrapper, bringing it to her lips and taking a bite. She allowed herself a moment to enjoy the creamy and smooth taste of that first bite before taking another. It was just a simple bar of chocolate, but it signified more than that to her in this moment. The rest of the bar was quickly finished off and the crumpled wrapper discarded as the butterflies in her chest fluttered.

She considered eating another one, but she reasoned that she would have more than enough time that evening to eat as much or as little as she please, there wasn't any need to rush after all.

* * *

When she arrived at the front quad, she was greeted by the obnoxiously loud blast of a very familiar sounding horn. It seemed that Chloe had decided to surprise her as she spotted her girlfriend beside her still rusty but well-loved truck.

She was still in her garage uniform, small marks of grease had clearly seeped through from her overalls, but she had cleaned up before making her way to the school. It was a look that Max loved, something about Chloe working on her truck, her sleeves rolled up and grease marks up her arms made her swoon.

"I finished my morning job early, ended up just being a bad distributer cap," Chloe explained, reaching out and pulling Max in for a quick kiss. "You ready to eat? I definitely need something as Mom forgot to get stuff for breakfast at the shops yesterday."

"Yeah, I am," Max nodded, still holding hands as Chloe led her round to the other side of the truck, opening the door for her. As she settled into the bench seat, she took a moment to try to calm her giddiness. She was glad that Chloe took her blush to be due to her rushing across the campus rather than asking her about it as she wasn't ready to explain what she was planning.

* * *

The drive didn't take long, especially compared to the bus since they didn't need to snake their way through parts of the hillside residential area on the way, as soon enough Chloe was pulling into the parking lot next the diner. It seemed Max had been a bit of a good influence on her as she actually parked the truck between the lines properly, instead of at whatever angle she happened to pull in at.

Their usual booth was free, Chloe taking her place opposite Max once the larger girl had managed to slide into the seat, her belly pressing against the table top no matter how far back she tried to lean. With her newfound perspective she recognised that this was only going to be a bigger issue if she went ahead with her experiment. An image of her being too big to fit into the bench seats of the booth popped into her mind, but she couldn't linger on that thought long as she refocussed on Chloe who had just asked her something.

"uh, sorry…" Max apologised, a little guilty that she'd been caught up in her own imaginings.

"You ok?" Chloe asked with a concerned frown, indicating toward the menu in front of Max. "I was asking if you wanted to share a portion of onion rings?"

"Oh," Max shook her head and tried to bring herself into the present moment, "Umm, I mean, yeah I could go for onion rings. Sorry, just a bit spacy today."

"S'cool, I know you get days like that sometimes, but I'm here if you need to talk." Chloe reminded her, thinking it was her anxiety flaring up again, but not pushing the matter. "But right now, I'm starving, so let's sort out food first, talking second."

Max giggled at Chloe's enthusiasm for food, it was a wonder she was as thin as she was given how she enjoyed some of the unhealthier food items on the menu. But having a physical job and perhaps not really being much of a snacker helped her maintain her more muscled and trim physique compared to Max.

Looking over the menu she almost instinctively looked at the lighter options, but internally shook herself remembering that she didn't have to restrict herself today, she could have whatever she wanted. Her belly rumbled in anticipation looking at her options but eventually she made her decision just as Joyce approached with a pot of coffee in hand.

"Got a fresh batch just for you girls," She drawled in her familiar and comforting way as she filled up both of their mugs, "Wouldn't want my favourite customers drinking coffee that's been sat out for a while."

"Whatever it is, the answer is no," Chloe rolled her eyes. She recognised when she was being buttered up for something.

"Chloe," Max chastised with a chuckle. She'd seen this dynamic play out a few times in the past, but she always felt like Chloe gave her mother a bit too much of a hard time even if she wasn't meaning to, "Do you need help with something?"

"Well since you ask," Joyce launched into her request, grateful that Max was willing to hear her out. "I was supposed to go pickup David's prescription on my lunch break, but Tina called out sick today, so I need to cover, and the pharmacy shuts before my shift ends."

"Fine," Chloe accepted, somewhat reluctantly but mostly exaggerating her annoyance for show. "Give me the script, I can swing by on the way back from Blackwell."

"Thanks sweetheart, I appreciate it," Joyce smiled, relief evident as she handed over the paperwork from her apron pocket. She seemed a bit stressed out having to deal with covering two shifts, but quickly she covered it back up as she returned to work mode, "Now, you girl's ready to order?"

No matter how many times they ate at the diner Chloe stuck to her usual order of a basic cheeseburger and chips, a creature of habit, only adding the onion rings today to be shared between them. Max on the other hand, in place of her lighter meal choice went for the Three Whale Burger which she'd often drooled over but never ordered for herself, always feeling guilty for considering it.

"Alright, I'll get that out as fast as I can so you two can enjoy the rest of your day," Joyce confirmed as she put away her notepad and pen, picking the coffee pot back up as she left the pair to their own devices once more.

"Ugh, why did I agree to work this afternoon?" Chloe grumbled light heartedly. As much as she enjoyed tinkering with cars and trucks, she would much rather spend the rest of the day with Max if she could.

"Because you enjoy it and wanted more hours?" Max offered as a possible answer, knowing it was also correct since Chloe had told her about requesting the extra shifts when one of the other mechanics up and left without notice one day.

"True, and the owner even asked me if I'd help out next week on this major restoration job that seemed pretty cool," Chloe continued, "It's this old 60s mustang that needs a ton of work since it's been sat for about 20 years. Gonna need to pretty much tear the whole engine down-"

Max loved hearing Chloe sound so passionate about her work, it wasn't dissimilar to when she used to get really into science projects when they were children. Although at least with the job at the garage she had an outlet for her enthusiasm compared to the unsafe and unsupervised science experiments that usually ended up in a small fire or explosion of whatever was being used.

"I have no idea what any of those things are," Max joked, she knew some names of parts from Chloe pointing them out under the hood whenever she was fixing something or tinkering, but a lot of it went over her head as she had no clue about how an engine worked, "but I'm glad you've found something that makes you happy."

"A lot goes over your head since you're so short though so that's not unusual," Chloe chuckled. Teasing back as she normally did, earning a playful swipe across the table, before becoming more serious, "But you're right it does make me happy, and not just because I enjoy the work, but because I want to do better."

"What do you mean?" Max's brow furrowed.

"I mean, before I was risking my ass every time, running deliveries for Frank for a tiny amount of cash and going no where in life," Chloe explained, "but since you came back, I spent a lot of time thinking about life, the future, us…, and I need to do more with my life than that, I want to be better for us."

"Oh, Chloe," Max felt herself tear up a little as she reached out and took hold of Chloe's hand in her own, "I love you."

"I love you too, Max," Chloe responded by gently squeezing Max's hand, a sappy smile on her lips rather than her usual smirk as she let Max see the more vulnerable side of her for a moment.

But as much as they wanted to hold onto that moment it passed, and they quickly realised Joyce was returning with their meals. Separating to allow the older woman to put down the armful of dishes down, they thanked her as she rushed off to deal with the other customers.

Max looked over the plateful before her. A triple stacked cheeseburger with fries and a side of mac and cheese. She briefly wondered if she'd bitten off more than she could chew but as her belly rumbled and her mouth watered, she quickly forgot about that thought as the anticipation grew.

Making a start to the mac and cheese first so that the cheese was as melty as possible still. She savoured the richness of the sauce before taking a few fries and tasting the combination of the sweeter sauce and salty fries on her tongue. It was in that moment that something inside her unwound.

It hadn't hit her before, but she had always felt like she needed to stop herself from truly enjoying food, guilt was almost immediate any time she tried to enjoy a treat. The realisation that she would be able to eat like this any time she wanted, and not have to feel like she was breaking a promise to herself or to anyone else, spurred her on.

Max sighed deeply, with a satisfied hum, as she more readily tucked into her meal, intent on making sure she finished every last bite.


End file.
